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Barcode : 5990010109843 
Title - The other side of the 
Author - B. H. Liddell Hart 
Language - english 
Pages - 317 
Publication Year - 1948 
Barcode EAN.UCC-13 

5 '99001 0"1 09843 



BBS— — 




1939 - 1945 








to all who helped 
in this effort to he of service to history 

First Published 194S 





Preface . . 7 



I. The Suicidal Schism 9 

II. The Mould of Seeckt . . . 17 

III The Biomberg-Fritsch Era . . -27 

IV. The Brauchitsch-Halder Era . . . 38 

V. "Soldier in the Sun" — Rommel . . 52 

VI. Soldiers in the Shadow 62 

VII. "The Old Guard' 5 — Rundsted; . . 78 


VIII. The Rise of Hitler .... 87 
IX. The Rise of Arrnoui .... 96 


X. How Hitler Bsat France — and Saved 

Britain . . . . . .111 

XI. The End in France and the First Frustra- 
tion ....... 144 

XII. Misfires in the Mediterranean . 162 

XIII. Frustration at Moscow . . . 174 




XIV. Frustration in the Caucasus and at Stalin- 
grad ... 197 

XV. After Stalingrad . . 219 

XVI. The Red Army . . . 229 

XVII. Paralysis in Normandy . . . .236 

XVIII. The Anti-Hitler Plot— as seen from H.Q,. 

in the West . . . . 269 

XIX. Hitler's Last Gamble — The Second 

Ardennes Stroke .... 283 

XX. Hitler — as a Young General Saw Him 305 

Conclusion . . . . .310 

Table of the German High Command . 312 

Index . t . . . . .31 


The Western Front, 1940 . . . . 145 

The Mediterranean . . . . . .164 

The Eastern Front . ... 181 

The Western Front, 1944-45 . . . 256 


The story is told in Croker's Correspondence and Diaries 
how, on a journey with Wellington, he and the Duke passed 
the time by guessing what kind of country they would find 
on the other side of each hill on the way. When Groker 
expressed surprise at Wellington's successes in forecasting 
it, the latter replied: "Why, I have spent all my life in 
trying to guess what was at the other side of the hill. 59 

Wellington's remark was subsequently extended into a 
definition of the imaginative requirement in generalship, 
in the wider sense of guessing what was happening "at the 
other side of the hill" — behind the opposing front and in 
the opponent's mind. It has also served to epitomize the 
functions of Intelligence. 

When the late war ended, I was fortunate in having an 
early opportunity of exploring the "other side of the hill". 
Some work I was doing for P.I D. brought me in contact 
with the German generals and admirals over a lengthy 
period. In the course of many discussions with them I was 
able to gather their evidence on the events of the war 
before memories had begun to fade or become increasingly 
coloured by after- thoughts. 

Understanding of what happened was helped by 
studying the German generals, as well as hearing their 
accounts. Few of them resembled the typical picture of 
an iron Prussian soldier. Rundstedt came nearest it, but 
in his case the impression was offset by his natural courtesy 
and light touch of humour. His quiet dignity in adversity, 
and uncomplaining acceptance of hard conditions — that 
were no credit to his captors — won the respect of most 
British officers who encountered him. In contrast to him 
were a number of aggressive young generals, blustering 
and boorish, who owed their rise to Nazi favour. But the 
majority were of a different type to both, and by no means a 
dominating one. Many would have looked in their natural 
place at any conference of bank managers, or civil engineers. 

They were essentially technicians, intent on their 
professional job, and with little idea of things outside it. 


It is easy to see how Hitler hoodwinked aud handled them, 
and found them good instruments up to a point 

In sifting and piecing together their evidence it was 
useful to have a background knowledge of the military 
situation in the pre-war period. It was a guide, not only 
in saving time, but in avoiding misconceptions that were 
still widely prevalent at the end of the war. The idea that 
the General Staff had played a dominant part in Ger- 
many's aggressive course, as it did before 1918, still 
coloured the prosecution proceedings at the Nuremberg 
Trial. Earlier, that fixed idea had hindered the British 
and American Governments from giving timely and 
effective encouragement to the underground movement 
in Germany which, with military backing, had long been 
planning Hitler's overthrow. That the prevailing concep- 
tion of the General Staff's influence was an out-of-date 
notion had become clear to anyone who dispassionately 
followed the trend of the German Army between the wars. 
But legends are persistent, and delusions tenacious. They 
had the unfortunate effect of postponing Hitler's downfall 
and prolonging the war months, and probably years, after 
it would otherwise have ended. The ill-consequences for 
Europe are now beginning to be realized 

I would like to acknowledge my indebtedness to the 
help and historical sense of those who facilitated the 
early exploration of events. Also, to Captain F. S. Kingston, 
whose mastery of the German language and intuitive 
teamwork were of great assistance in the discussions. At 
the same time I would express my appreciation of the 
ready help given by so many of those "on the other side 
of the hill", in contributing to this piece of historical 
research, and of the objective attitude most of them showed 
in discussing events Finally, I wish to thank Major- 
General Sir Percy Hobart, Chester Wilmot, G. R. Atkinson 
and Desmond Flower for valuable comments and sugges- 
tions while the book was in preparation. 

Tilford House, Tilford B ' H * lidd ELL HART 
January, 1948 





Everything in war looks different at the time from what 
it looks in the clearer light that comes after the war. 
Nothing looks so different as the form of the leaders. 
The public picture of them at the time is not only an unreal 
one, but changes with the tide of success 

Before the war, and still more during the conquest of 
the West, Hitler came to appear a gigantic figure, com- 
bining the strategy of a Napoleon with the cunning of a 
Machiavelh and the fanatical fervour of a Mahomet. 
After his first check in Russia, his figure began to shrink, 
and towards the end he was regarded as a blundering 
amateur m the military field, whose crazy orders and 
crass ignorance had been the Allies 5 greatest asset. All 
the disasters of the German Army were attributed to 
Hitler; all its successes were credited to the German 
General Staff. 

That picture is not true, though there is some truth 
in it. Hitler was far from being a stupid strategist. Rather, 
he was too brilliant — and suffered from the natural faults 
that tend to accompany such brilliance. 

He had a deeply subtle sense of surprise, and was a 
master of the psychological side of strategy, which he 
raised to a new pitch. Long before the war he had 
described to his associates how the daring coup that 
captured Norway might be carried out, and how the 
French could be manoeuvred out of the Maginot Line. 

The Suicidal Schism 

conquering combination. Instead, they pix>duced a 
suicidal schism that became the salvation of their 

The older school of generals, products of the Genera! 
Staff system, had been the chief executants of German 
strategy throughout the war, but in the days of success 
their part had not received full recognition. After the 
tide turned, they filled an increasing part in the public 
picture, and came to be regarded by the Allied peoples 
as the really formidable element on the opposing side. 
During the last year the spotlight was largely focused on 
Rundstedt, their leading representative. The constant 
question became, not what Hitler would do, but what 
Rundstedt would do — both in the military field and in a 
political coup to wrest power from the Nazis. 

The German generals have been regarded as such a 
closely-knit body, and so much of one mind, as to be 
capable of wielding tremendous political power. That 
impression accounts for the persistent expectation, on the 
Allies 5 side, that the generals would overthrow Hitler — 
an expectation that was never fulfilled. It also accounts 
for the popular conviction that they were as great a 
menace as he was, and shared the responsibility for Gei- 
many's aggressions. That picture was true of the last 
war, but was now out of date. The German generals had 
little effect on the start of the Second World War — except 
as an ineffectual brake. 

Once the war had started, their executive efficiency 
contributed a lot to Hitler's success, but their achievement 
was overshadowed by his triumph. When they came into 
more prominence in the eyes of the outside world, as 
Hitler's star waned, they had become more impotent 
inside their own country. 

That was due to a combination of factors. They stood 
for a conservative order and tradition which had little 
appeal to a generation brought up in the revolutionary 
spirit and fanatical faith of National Socialism. They 


The Other Side of the Hill 

could not count on the loyalty of their own troops in any 
move against the regime — and especially its faith-inspiring 
Fuhrer. They were handicapped by the way they had 
isolated themselves from public affairs, and by the way 
Hitler cunningly isolated them from sources of knowledge. 
Another factor was their ingrained discipline and profound 
sense of the importance of the oath of loyalty which they 
had sworn to the Head of the State. Ludicrous as this may 
seem in regard to one who was himself so outstanding as 
a promise-breaker, it was a genuine feeling on their part, 
and the most honourable of the factors which hampered 
them. But along with it often ran a sense of personal 
interest which undercut their loyalty to their fellows, and 
their country's best interests, in face of a common threat. 
The play of individual ambitions and the cleavage of 
personal interests constituted a fatal weakness in their 
prolonged struggle to maintain their professional claim in 
the military field, and to preserve it from outside inter- 
ference. This stiuggle went on throughout the twelve 
years from Hitler's rise to Germany's fall 

The first phase ended m a definite advantage to the 
professionals that was indirectly gamed when Himml^r 
played on Hitlei's fears so effectively as to prompt I am to 
carry out a murderous purge of Gap tain Roehni and 
other Brownshirt leaders It is by no means clear whether 
the latter designed to overthrow Hitler, but there is no 
doubt that they were aspiring to fill a big place in the 
military system. Once they were killed off, Hitler became 
more dependent on the generab' support, and the latter 
were able to le-eslablish their own supremacv in the 

The second phase reached a climax in January, 1 938, 
when the professionals themselves were caught 111 another 
of Himmler's traps. In 1933 Hitler had chosen General 
von Blomberg as his War Minister. His fellow-generals 
became increasingly disturbed at his susceptibility to 
Hitler's influence, and were then shocked to hear that he 

The Suicidal Schism 


was marrying a typist in his office. That alienated their 
sympathies still further. But Hitler gave this "democratic 59 
marriage his blessing and graced the wedding. Soon after- 
wards, Himmler produced a police dossier purporting to 
show that the bride was a prostitute. Thereupon Hitler, 
in real or simulated fury, dismissed Blomberg from 
office. Himmler followed this up by producing another 
dossier in which homosexual charges had been fabricated 
against General von Fritsch, the Commander-in-Chief of 
the Army, whereupon he in turn was removed from his 
post by Hitler — and never reinstated, though subsequently 
vindicated after a court of inquiry. (A fuller account 
of this crisis is given in Chapter III.) 

Hitler exploited the moral shock that the officers' coips 
had suffered by seizing the opportunity to assume supreme 
command of the German armed forces. This paved the 
way for his ultimate control of strategy, while enabling 
Himmler to strengthen his own influence. General Keitel, 
whose wire-pulling had weakened the united front of the 
generals in their protest against Fritsch's treatment, was 
appointed to succeed Blomberg, but with a lower status, 
and henceforth only kept that place by subservience to 
Hitler. A more reputable soldier, General von Brauchitsch, 
who belonged neither to the reactionary nor the Nazi 
school, was made head of the Army. By this shrewd step, 
Hitler sought to placate the Army, while assuring himself 
of an executive commander who would be easier to handle 
than Fritsch. 

Brauchitsch, however, made a stronger rally m defence 
of the professional class than had been expected. He also 
sought to slow down the pace of Nazi foreign policy by 
a warning that the German Army was not ready for war 
and that Hitler must not push his aggressive moves so far 
as to produce a fight. He was stiffened in his protests 
by the Chief of the General Staff, General Beck, who 
came out with such open condemnation of Hitler's war- 
like policy as to spur Hitler to dismiss him. Even then, 


The Other Side of the Hill 

Brauchitsch and Haider, Beck's successor, made a stand 
when Hitler looked like proceeding to extremes against 
Czecho-Slovakia, but the ground was cut away beneath 
their feet when the French and British Governments bowed 
to Hitler's threat of war. 

With the added prestige of his bloodless conquest of 
Czecho-Slovakia Hitler was able to force the pace over 
Poland. The generals were little check on him here 
beyond helping to convince him that no risk of war on 
that issue must be taken unless he first secured Russia's 
neutrality. On the other hand, once he had done that, 
he was able to persuade most of them that Britain and 
France would stand aside, and that a stroke against Poland 
would carry no serious risk of involving Germany in a 
major war. 

A fresh strain developed between Hitler and his 
generals when, after the conquest of Poland, they found 
that he was intent on precipitating the wider conflict they 
feared by taking the ofFensive in the west. Apart from 
the long-term risks, they did not believe that it was even 
possible to overcome France. But once again their pro- 
tests were overruled, and their subsequent talk of a con- 
certed move to overturn Hitler came to nothing. It 
would be unjust to blame them for their ineffectiveness 
at this stage, for it is clear that they had good reason to 
doubt whether their troops would have followed them in 
turning against Hitler, and they had a natural repug- 
nance to appearing as traitors to their country when at 

The invasion of France was ordered by Hitler in 
face of their doubts. Its success was due partly to new 
tactics and weapons which he had fostered when the older 
generals were still conservatively sceptical; partly to an 
audacious new plan, suggested by a junior, which he had 
pushed them into adopting; partly to blunders by their 
fellow-professionals in France on which they had not 

The Suicidal Schism 1 5 

Nevertheless, their executive skill was an indispensable 
factor in Hitler's conquest of France. Indeed, it was 
through his sudden and strange hesitation, not through 
theirs, that the full fruits of the swift cut through to the 
Channel were not reaped. But their great contribution 
to victory resulted, ironically, in a further weakening of 
their own position. It was Hitler who filled the world's 
eye after that triumph, and the laurels crowned his brow, 
not theirs. He took care to crown himself. In his mind, 
too, he now became convinced that he was the greatest 
of all strategists, and henceforth interfered increasingly 
in the generals' sphere of activity, while becoming even 
less willing to listen to any arguments from them that ran 
counter to his desires. 

Most of them were fearful when they found that he 
was intending to plunge into Russia But, like so many 
specialists, they were rather naive outside their own sphere, 
and Hitler was able to overcome their doubts about his 
Russian adventure with the aid of political "information" 
designed to convince them of its necessity, and that Russia's 
internal weakness would affect her military strength. 
When the invasion began to go wrong, Brauchitsch and 
Haider wanted to pull back, but Hitler had come too 
close to Moscow to resist its temptation. He insisted on 
pressing the attack at all cost, though the chances were 
fading. When his failure could no longer be concealed, 
he cleverly shifted the blame by a public dismissal of 
Brauchitsch, and himself assumed supreme command of 
the army as well as of the forces as a whole. 

For the rest of the war, he was able to brush aside the 
generals' views on policy, and even to override their 
judgment in their own field. If one of them made a 
protest, he could always find another one ambitious to 
fill the vacancy, and ready to express faith in continued 
attack — as most soldiers are, by instinct, always inclined 
to do. At the same time, the way was now open for ever 
increasing infiltration of S.S. leaders into the Army, and 

1 6 The Othe? Side of the Hill 

of Nazi spies to keep watch on all suspected commanders. 
The possibility of a successful icvolt of the generals pro- 
gressively diminished. All the latter could do was to 
make the best of their orders — or to make the woist of 
them. For there is reason to suspect that some of the 
generals became ready to carry out orders that they 
considered hopelessly rash, simply as a way of sabotaging 
Hitler's designs and hastening the end of the war. 



The German general who had the greatest influence on 
the First World War died the year before it began — and 
had retiied seven years before it. This was Alfred von 
Schheffen, who came from Mecklenburg on the Baltic 
coast. It was he who designed the master-plan for the 
invasion of France, prepared the "tin-openers" to pierce 
the foi tress barrier, and trained the staff to handle them. 
That plan embraced the violation of Belgium's neutrality 
— for the sake of outflanking France — and thus brought 
Biitain into the war. Although its execution was bungled 
by Schheffen's successor, it came dangerously close to 
winning the war within a month 

The Geiman general who had the greatest influence on 
the Second World War died three years before the war — 
and letired ten years eaiher still. This was Hans von 
Seeckt, who came fiom Schleswig-Holstein, the land 
between Mecklenburg and Denmark. He was the man 
who contrived to rebuild an effective German Army after 
the last war, and laid the foundations on which a much 
greater structure could arise His plans had to be designed 
and carried out under the extremely hampering conditions 
of the victors 5 peace settlement — itself designed to frustrate 
any serious rebuilding of the German Army, Those 
restrictions make his performance the more significant. 
Most of the achievements of the Wehrmacht, especially 
in the victorious early phase of this war, were cast in 
Seeckt's mould. Its later failuies were foreshadowed in 
his warning words. 

No attempt to assess Hitler's generals in the Second 
World War can be of adequate value unless it first assesses 


1 8 The Other Side of the Hill 

the influence of Seeckt — so important for the future was 
the reconstruction period of the German Army, Having 
treated it at length, the individual treatment of the military 
leaders who rose to fame in 1 939-45 can be correspondingly 
condensed. For here we have a background common to 
all, and can see the mould in which their doctrine was 
cast. Naturally, there were differences of interpretation, 
but these were less important than the broad foundation 
that had been built up afresh in the days when the General 
Staff, banned by the Versailles Treaty, was working 
undei ground, 

Seeckt, then a lieutenant-colonel, had begun the 
1 9 14-18 war as chief of staff of a corps in Kluck's First 
Army, and thus had a close view of the steps by which a 
masterly design went wrong in the execution, and decisive 
victory was forfeited just as it appeared within reach. 
Seeckt made his own mark a year later, in 19 15, as the 
cool bram that guided a dashing Hussar geneial, the 
beau sabieur Field- Marshal von Mackensen, in the deadly 
break-through at Gorlice in Poland, which split the Russian 
armies — a stroke from which they never fully iccovered. 
It was here that Seeckt introduced a method of attack 
that contained the germ of modern infiltration tactics — 
pushing in reserves at the soft spots, and thrusting on as 
deep as possible, instead of the former method of trying 
to advance uniformly and using the reserves to break 
down the tough spots. 

Seeckt not only made his mark but also his name. For 
the concealed brain behind Mackensen became known 
more and more widely, so that the saying spread thiougli 
the German Army — "Where Mackensen is, Seeckt is; 
where Seeckt is, victory is." He continued to play an 
important part in the Eastern campaign, but it was his 
misfortune to be outside of, and unpopular with, the Hind- 
enburg-Ludendorff ring which acquired supreme control 
of the Germany Army from 19 16 to the end of the war. 
That, however, saved his reputation from being involved 

The Mould of Seeckt 

in the final collapse in the West, and he became adviser 
to the German delegation at the Peace Conference. From 
this it was a natural step for him to become Commander- 
in-Chief of the Reichswehr, the small army of 100,000 
officers and men to which Germany was restricted under 
the terms of peace. 

It was even more natural that he should have dedicated 
himself to the task of stx etching these bonds and preparing 
the way for Germany to regain her military strength — as 
any soldier of any country would have done in similar 
circumstances. As a guide, he had the example of how 
Scharnhorst had managed to evade the disarmament of 
the Prussian Army that France had imposed after 1806, 
and had built up a camouflaged army that turned the 
tables on Napoleon seven years later. But Seeckt and his 
pupils in some ways improved on Scharnhorst's process, 
under more difficult conditions. 

The first obstacle that Seeckt had to overcome was the 
natural mistrust of the leaders of the new Republic for the 
military caste that had treated civilians with disdain, and 
then led the nation to a crushing defeat. Here Seeckt 
was helped by the impression that his polished manner, 
diplomatic tact, and apparent understanding of their 
problems made upon men who had been accustomed to 
the domineering brusqueness of Hindenburg and Luden- 
dorff. Seeckt was a pleasing contrast to the browbeating 
Prussian general of whom they had bitter experience. 
His elegance, artistic interests, and knowledge of the world 
added a subtle flavour to the self-contained personality 
that had gained him the nickname of the "Sphinx 53 . 
While his somewhat cynical attitude and ironical com- 
ments had been distasteful in higher military circles, they 
appealed to the politicians as evidence of a lack of 
fanaticism, and an assurance that he blended military 
efficiency with moderation in militarism. 

Seeckt kept the army as a whole out of politics, and by 
his apparent loyalty to the new republican regime at an 


The Other Side of the Hill 

awkward time, he was the better able to cloak his military 
development schemes, as well as the half-veiled political 
activities in which numerous officers of the older school 
indulged. So far as vested interests allowed, he ensured 
that the cadres of the new Reichswehr should represent 
the pick of the officers and N C O.s who had undergone 
the test of war. He aimed to make this small force of 
4,000 officers and 96,000 men a corps of qualified instructors 
and leaders, capable of serving as the framework for 
rapid expansion — when this might become possible. Their 
training was developed to a high pitch and on new lines, 
so that they should become more intensely professional in 
spirit and skill than the unlimited army of the past had 

He supplemented this framework with a variety of 
underground schemes by which officers could gain wider 
experience than was practicable in an army compulsonly 
deprived of the major modern weapons, and by which 
ex-officers could be kept from getting rusty. Many staff 
officers and technicians found temporary employment in 
Japan, China, the South American countries, the Baltic 
States and Soviet Russia — where they could have some 
practical experience with tanks Other officers gained 
flying experience with civil ah ways. A considerable pro- 
portion of the demobilized army was able to get some 
continued military practice m unofficial organizations that 
were running inside Germany, and many subterfuges were 
used to preserve extra weapons for their training. 

These devices were testimony to the ingenuity of a 
keen soldier and his assistants in evading a network of 
restrictions. They were also a constant worry to the 
Allied officers responsible for seeing that the Peace terms 
weie fulfilled. But it is an historical mistake to overrate 
their importance in making possible Germany's renewed 
burst of aggression. The ictal effect was very slight, 
compared with the weight that Germany had to regain 
before she could again become a serious danger The 

The Mould of Seecki 


bulk of the material developments that really mattered 
was only achieved after Hitler had come into power, in 
1933, and launched the large-scale re-armament with 
which the former Allies did not attempt to interfere. 

Seeckt's more real achievement was in starting a train 
of ideas which revitalized the German Army, turned it 
into a new line of progress, and enabled it to add a quali- 
tative superiority to the quantitative recovery that the 
victors' inertia permitted it to carry out. He gave the 
Reichswehr a gospel of mobility, based on the view that a 
quick-moving, quick-hitting army of picked troops could, 
under modern conditions, make rings round an old- 
fashioned mass army. That view was m no small measure 
due to his experience on the Eastern Front, where the 
wide spaces had allowed far more room for manoeuvre 
than had been possible on the Western Front. The first 
post-war manuals of the Reichswehr laid down that 
* 'every action ought to be based on surprise. Without 
surprise it would be difficult to obtain great results 53 . 
Flexibility was another keynote — "reserves should, above 
all, be pushed in to exploit where a success is gamed, even 
though it becomes necessary, by so doing, to shift the 
original centre of gravity 53 . To promote such flexibility 
the Reichswehr was quick to develop new means of inter- 
communication, and devoted a larger proportion of its 
limited strength to this service than any other post-war 
army. It also insisted on commanders of all grades being 
further forward than was then the custom, so that they 
could keep their fingers on the pulse of battle and exert a 
quicker influence. 

In the exaltation of manoeuvre, these post-war German 
manuals offered a striking contrast with those of the French 
Army, which drew the conclusion that "of the two elements, 
fire and movement, fire is preponderant 35 . The French 
doctrine obviously visualized the repetition in any future 
war of the slow-motion tactics of 191 8. That difference 
was ominous. But the German view was not merely 


The Other Side of the Hill 

governed by the necessity of making the most of their 
handicaps under the peace treaty. For Seeckt, in his 
preface to the new manual, wrote with remarkable frank- 
ness — "These regulations are based on the strength, 
armament, and equipment of the army of a modern great 
military power, and not only on the German Army of 
100,000 men formed in accordance with the Peace Treaty/ 5 

Seeckt's active work came to an end in 1926, when he 
made a slip and was forced to resign following the political 
storm that arose through his action in permitting the 
eldest son of the German Grown Prince to take part in 
the Army manoeuvres. The limitations of his outlook — 
which had appeared broad by comparison with other 
generals — were still more clearly brought out by his 
subsequent venture into politics, as a spokesman of the 
half-baked ideas of the German People's Party. But the 
influence of his own military ideas continued to grow. 

His vision of the future emerged clearly from the book 
he wrote soon after he left office — Thoughts of a Soldier 
(1928). He there questioned the value of the huge conscript 
armies of the past, suggesting that the effort and sacrifice 
was disproportionate to their effect, and merely led to a 
slow-grinding war of exhaustion. "Mass becomes immo- 
bile; it cannot manoeuvre and therefore cannot win 
victories, it can only crush by sheer weight. 55 Moreover, 
in peace-time, it was important "to limit as far as possible 
the unproductive retention of male labour in military 
service 55 ,. Technical science and tactical skill were the 
keys to the future. "A conscript mass, whose training has 
been brief and superficial, is 'cannon fodder 5 in the worst 
sense of the word, if pitted against a small number of 
practised technicians on the other side* 35 That prediction 
was fulfilled in 1940 when a handful of panzer divisions, 
striking in combination with dive-bombers, paralysed and 
pulverized the ill-equipped conscript mass of the French 

In Seeckt's view, "the operating army 55 should consist 

The Mould of Seeckt 


of "professional, long-term soldiers, volunteers as far as 
possible". The bulk of the nation's manpower would be 
better employed during peace-time in helping to expand 
the industry required to provide the professional army 
with an ample equipment of up-to-date weapons. The 
type of weapons must be settled well in advance, and 
arrangements for rapid mass production developed. 

At the same time a brief period of compulsory military 
training should be given to all fit young men in the country, 
"preceded by a training of the young, which would lay less 
emphasis on the military side than on a general physical 
and mental discipline". Such a system would help to 
link the army with the people, and ensure national unity. 
"In this way a military mass is constituted which, though 
unsuited to take part in a war of movement and seek a 
decision in formal battle, is well able to fulfil the duty 
of home defence, and at the same time to provide from 
its best elements a continuous reinforcement of the regular, 
combatant army m the field." It was a conscript levy of 
this kind which filled the bulk of the German infantry 
divisions in 1940. They merely followed up the decisive 
armoured spearheads, and occupied the conquered regions. 
Later, as their own training improved, they were available 
to expand and replenish the striking forces in the way that 
Seeckt had foreseen. 

"In brief, the whole future of warfare appears to me to 
lie in the employment of mobile armies, relatively small 
but of high quality, and rendered distinctly more effective 
by the addition of aircraft, and in the simultaneous 
mobilization of the whole forces, either to feed the attack 
or for home defence." 

Curiously, Seeckt's book scarcely touched on the subject 
of tanks, but dwelt at length on the value of cavalry, as 
well as of motor transport, in the mobile operations he 
pictured. He even wrote lyrically that "the days of 
cavalry, if trained, equipped and led on modern lines, are 
not numbered", and that "its lances may still flaunt their 


The Other Side of the Hill 

pennants with confidence in the wind of the future". 
It has been suggested in later years that Seeckt's neglect of 
armoured warfare was prompted purely by political dis- 
cretion, and that the word "tank" should be read into his 
sentences wherever he used the word "cavalry". Such a 
view is contradicted by the undisguised way in which he 
advocated conscription and aircraft, both of which were 
forbidden to Germany by the peace terms. 

For all his dynamism, Seeckt was a man of his genera- 
tion, rather than a forerunner of the next. His military 
vision was clear enough to see the necessity of mobile 
warfare for any offensive purpose, but did not reach far 
enough to see that armoured mobility was the only way to 
make it possible. It was left for others to develop that 
possibility — and aggressive necessity. 

The old military battle-picture also coloured Seeckt's 
vision when he argued that the immediate object of the 
air force's attack should be to destroy the opposing air 
force. The Luftwaffe did that in Poland, and to a lesser 
extent in Fiance. But when it tried that way of preparing 
the invasion of Britain, it suffered crippling losses on 
meeting, for the first time, a strong defending air force. 

On the wider issues of war and life his outlook was 
patchy. With some truth he contended that direct 
experience of the horrors of war made soldiers more chary 
than political leaders of becoming involved in a war, but 
he went too far in trying to show they were really "paci- 
fists" in the best sense of the word That characteristic 
professional apologia, familiar in every country, does not 
find much support in cases where the archives of a war- 
making country have been opened to examination. High 
soldiers have too often failed to show that "pacifism 
established on knowledge and born of a sense of 
responsibility" which Seeckt claimed for them. 

He was rather weak in his argument that "militarism" 
and "aggression" w r ere merely catchwords. At the same 
time he was shrewdly prophetic in his remarks that when- 

The Mould of Seeckt 25 

ever policy aimed at the acquisition of power, "the states- 
man will soon find himself thwarted in some way or other, 
will deduce from this opposition a menace first to his 
plans, then to national prestige, and finally to the existence 
of the state itself— and so, regarding his country as the 
party attacked, will engage in a war of defence 53 . 

A sense of humanity, as well as of prophecy, gleamed 
through his ironical comment on the modern psychological 
tendency to reverse the moral judgments of the past — "I 
find it very inconvenient that I may no longer regard 
Nero simply as the imperial monster who used to go to 
bed by the light of a burning Christian, but rather as a 
wise if somewhat peculiar modern dictator. 5 5 Was he 
hinting a doubt of the new morality that men like the 
Nazis were starting to proclaim? Again, in emphasizing 
the value of "action 5 *, there is a significant qualification 
conveyed in his epigrammatic judgment — "Intellect with- 
out will is worthless, will without intellect is dangerous. 55 
There was a wise warning, too, in another of his wider 
reflections — "The statement that war is a continuation of 
policy by other means has become a catch-phrase, and is 
therefore dangerous. We can say with equal truth — war is 
the bankruptcy of policy. 55 

At the same time, Seeckt 5 s care to keep his army out 
of politics carried a danger of its own. His attitude of 
professional detachment, and the sharp dividing line he 
drew between the military and political spheres, tended 
towards a renunciation of the soldier 5 s potential restraining 
influence on adventurous statesmen. 

The Seeckt-pattern professional became a modern 
Pontius Pilate, washing his hands of all responsibility for 
the orders he executed. Pure military theory deals in 
extremes that are hard to combine with wise policy. 
When soldiers concentrate on the absolute military aim, 
and do not learn to think of grand strategy, they are more 
apt to accept political arguments that, while seeming 
right in pure strategy, commit policy beyond the point 


The Other Side of the Hill 

where it can halt. Extreme military ends are difficult to 
reconcile with moderation of policy. 

That danger would grow because professional opinion, 
as embodied in a General Staff, is never so united in 
practice as it should be in principle. It is split by its own 
c politics" and personal ambitions. Seeckt himself not 
only recalled the past but foreshadowed the future when 
he wrote — "A history of the General Staff . . . would 
be a history of quiet positive work; it would tell of arro- 
gance and haughty acquiescence, of vanity and envy, of 
all human weaknesses, of the fight between genius and 
bureaucracy, and of the hidden causes of victory and 
defeat. It would take the radiance from many a halo, 
and it would not be lacking in tragedy. 59 

The General Staff was essentially intended to form a 
collective substitute for genius, which no army can count 
on producing at need. Of its very nature it tended to 
cramp the growth of genius, being a bureaucracy as well 
as a hierarchy, but in compensation it sought to raise the 
general standard of competence to a high level The 
unevenness of its performance was due less to differences 
of individual talent than to the underlying differences of 
personal interest, as well as to conflicting personal views. 
The chance of promotion tended to make any general 
swallow his doubts for the moment, long enough to enable 
Hitler to split the solidity of professional opinion. That 
applies to all armies, but is particularly marked under a 
dictatorship. A newly-promoted general is always con- 
fident that the situation is better than it appeared to his 
predecessor, and that he can succeed where the latter 
failed. Such a disposition is a powerful lever in the hands 
of any ruler. 



Seeckt was succeeded by Heye, and the latter, in 1930, 
by Hammerstem. Neither was quite of Seeckt's calibre, 
but both on the whole continued to develop his policy. 
Hammerstein was deeply perturbed by the growing 
strength of the Nazi movement, finding both its creed and 
its methods repugnant, and he was led to depart from 
Seeckt's principle of political detachment to the extent of 
considering the possibilities of taking forcible measures to 
check Hitler's accession to power. The ground was cut 
away beneath his feet, however, by the decision of the 
senile President of the Republic, Field- Marshal von 
Hindenburg, to appoint Hitler to be Chancellor — thus 
making his position constitutionally valid. Moreover, 
Hammerstein's apprehensions were not shared by other 
leading generals who were soldiers "pure and simple". 

The next important step came when Hitler, almost 
immediately after entering office, appointed General von 
Blomberg as War Minister. That choice was inspired 
by the ambitious Colonel von Reichenau, who had been 
Blomberg's Chief of Staff in East Prussia, and was in close 
contact with Hitler. Blomberg himself did not know 
Hitler, and his character was in many ways the antithesis 
of Hitler's. His acceptance of the appointment, as well as 
his performance in it, was an illustration of how simple 
the pure soldier can be. 


During the previous year, Blomberg had been chief 
military adviser to the German delegation at the Disarma- 
ment Conference. He was only just over fifty — young by 



The Other Side of the Hill 

comparison with the average age of the High Command 
in the German and other armies. This fact in itself 
naturally excited envy of his sudden elevation. That 
hostile feeling was increased by the German generals' 
attitude of disdain for the "Bohemian Corporal 39 . Many 
of them had been ready to welcome Hitler's rise to power 
in so far as it seemed likely to favour their own schemes of 
military expansion, but they scoffed at the idea that an 
ex-corporal could be credited with any military judgment, 
and were thus the more quick to question any preference 
he showed in making military appointments. 

This attitude among the senior officers of the Reichswehr 
prejudiced Blomberg's position from the outset. By 
becoming suspect in the eyes of his fellows he was thrown 
back on Hitler's support, and so was forced to follow 
Hitler's line further than his own judgment would have 
led him. Ironically, the natural pleasantness of his per- 
sonality, refreshingly different from the "Prussian" type, 
became a handicap in such circumstances of dependence. 
This combination went far to account for the nick-name 
of the "Rubber Lion" that was bestowed on him by other 

For Werner von Blomberg was of a different type from 
the violent and unscrupulous leaders of the new regime. 
If he was more in sympathy with the Nazis than other 
generals, it was partly because he was more idealistic — 
while his romantic enthusiasm easily blinded him to aspects 
he did not care to see. The Nazi movement for a time 
attracted quite a number of such idealists, though most 
of them were much younger than Blomberg. Soldiers, 
however, are slow to grow up. Blomberg was a natural 
enthusiast, and looked on the profession of arms in the 
spirit of a knight-errant. This was evident to me when I 
met him at Geneva in 1932. He showed an eager interest 
in new military ideas, especially those that promised a 
new artistry in tactics as a game of skill, but was still 
more enthusiastic about the possibilities of resuscitating 

The Blomberg-Fritsch Era 29 

the code of chivalry. He became almost lyrical in dis- 
coursing upon the appeal of "gentlemanliness" in war. 
Close observation of the higher military levels over a 
long period makes for scepticism, but Blomberg impressed 
me as exceptionally genuine, if boyish, in his profession of 
faith. Tall and broad physically, he was neither over- 
bearing nor grim in his manner, but showed a natural 
courtesy combined with a refreshingly frank way of 
talking. It was his hard fate to be called on to deal with 
two rival groups, and to become a buffer between them 
In a better environment he might have proved a greater 

Yet in one important respect his influence may have 
been more effective than it seemed. One of the surprising 
features of the Second World War was that the German 
Army in the field on the whole observed the rules of war 
better than it did in 1 914- 18 — at any rate in fighting its 
western opponents — whereas it was reasonable to expect 
that the addition of " Nazism 3 5 to "Prussianism" would 
make its behaviour worse than before. The relative 
improvement in behaviour, and the greater care shown to 
avoid stains on its record, may be traced to the more 
refined conception of soldierly conduct which Blomberg 
and a number of others who shared lus views had striven 
to instil m the Reichswehr. The restraint shown m 1940 
by the troops that invaded Belgium and France, compared 
with their predecessors of 19 14, was also a wise policy. 
It went quite a long way to soften the sting of defeat and 
conciliate the people of the conquered countries, and 
might have had a more lasting effect but for the contrasting 
behaviour of the Gestapo and the S.S. forces. 

In the tactical sphere Blomberg helped to give an 
important turn to the trend of development. Hammerstein 
had perpetuated the German Army's old doctrine of the 
offensive, without the material means to practise it or a 
new technique to sharpen its edge. But, in East Prussia, 
Blomberg had experimented with new forms of tactics 


The Other Side of the Hill 

which more realistically recognized the existing superiority 
of modern defence, and sought to turn this to advantage 
the other way, as an offensive aid. Instead of attacking 
a strongly defended position, one might lure the enemy 
out of position, draw him into making a rash advance or 
hurried assault, catch him in a trap, and then exploit his 
disorder by delivering one's own real stroke — in the more 
deadly form of a riposte. The bait might be created by 
luring withdrawal or by a sudden swoop that threatened 
the enemy's communications. The potentialities of this 
"baited move" combining offensive strategy with defensive 
tactics — like sword and shield — had struck me in the 
course of my study of Sherman's campaign in Georgia, 
and in subsequent books I had elaborated its application 
to modern warfare. It was Blomberg's particular interest 
in this idea which first brought us into contact. 1 

Blomberg also showed more appreciation than most 
generals at that date of the new conception of mobile 
warfare, with tanks fulfilling the historic role of cavalry — a 
conception which had met with a half-hearted response in 
the British Army, except in the circle of the Royal Tank 
Corps. Reichenau was still keener, and had himself 
translated some of my books, though even he did not 
embrace the concept of armoured warfare quite so fully 
as men like Guderian and Thoma who took a more direct 
hand in creating Germany's armoured forces from 1934 

1 Sherman's methods also fired General Patton's imagination — 
particularly with regard to the way that they exploited the indirect 
approach and the value of cutting down impedimenta in order to 
gain mobility. When I met Patton in 1 944, shortly before he took 
his army across to Normandy, he told me how he had earlier spent a 
long leave studying Sherman's campaigns on the ground with my book 
in hand, and we discussed the possibilities of applying such methods 
in modern warfare. They were demonstiated in his subsequent sweep 
from Normandy to the Moselle. General Wood, who commanded his 
spearhead, the 4th Armoured Division, was another enthusiast for these 
ideas, and on reaching the Seme wrote to tell me how successful their 
application had proved. 

The Blomberg-Fritsch Era 


The triumphs of German tactics and of the German 
armoured forces in the first two years of the war cast an 
ironical reflection on the measures taken to disarm the 
defeated country after the previous war. Materially, they 
proved effective. For the numerous evasions that German 
military chiefs practised were on a petty scale, and in 
themselves amounted to no considerable recovery of 
strength. Germany's actual progress in material re- 
armament constituted no serious danger up to the time 
when the Nazi Government openly threw off the restric- 
tions of the peace treaty. It was the hesitancy of the 
victors after that time which allowed Germany again to 
become formidable. Moreover, an important result of 
her enforced disarmament was to give her a clear start, 
by freeing her army from such an accumulation of 1914- 
191 8 weapons as the victorious nations had preserved — a 
load of obsolescence that tended to bind them to old 
methods, and led them to overrate their own strength. 
When the German Army began large-scale re-armament, 
it benefited by having more room for the development of 
the newer weapons suggested by a fresher current of ideas. 

The development of such fresh ideas was, in turn, 
helped by another of the measures imposed by the victors 
— the suppression of the General Staff. If it had been 
left to carry on in its old form, and its old cumbersome 
shell, it might have remained as routinely inert and over- 
whelmed by its offices as other General Staffs. Driven 
underground, its members were largely exempted from 
administrative routine, and impelled to concentrate on 
constructive thinking about the future — thus becoming 
more efficient for war. Any such military organization 
can be destroyed in so far as it is a physical substance, but 
not in respect of its activities as a thinking organ — thought 
cannot be suppressed. 

Thus the net effect of the sweeping disarmament of 
Germany after the First World War was to clear the path 
for the more efficient modernization of her forces when a 

3 2 

The Other Side of the Hill 

political opportunity for re-armament developed. Limi- 
tations in the degree of modernization were due more to 
internal conservatism and conflicting interests than to the 
external restrictions that had been placed upon her. 


Blomberg's position as War Minister enabled him to 
foster the growth of the new tactics he favoured, and to 
overcome the resistance which the more orthodox generals 
had shown — as in other countries, especially France. 
But the weakness of his own position, as a "buffer-state 55 , 
handicapped him in hastening their spread and develop- 
ment at the pace that might otherwise have been possible. 
When he tried, at the end of 1933, to secure the appoint- 
ment of Reichenau as Chief of the Army Command in 
place of Hammerstein, he was foiled by the concerted 
opposition of the senior generals. Acting on their advice, 
Hindenbutg chose General von Fritsch, a soldier of great 
all-round ability, who represented the more conservative 
school, both politically and militarily. He had grasped 
the value of tanks and aircraft up to a point, but regarded 
the new arms as "upstarts 55 , and was intent to keep them 
in their place — a subordinate place, in his view. More- 
over, General Beck, who subsequently became Chief of 
the General Staff, was almost as critical of the tank 
"revolutionaries 55 as he was of the Nazi revolution. Thus 
German military organization, though it forged ahead of 
other countries in developing mechanized forces, remained 
a compromise between the old and new patterns. 

Werner von Fritsch, as a comparatively young staff 
officer, had worked under General von Seeckt at the 
Reichswehr Mmist i y from 1920 to 1922, m preparing the 
new organization. Then he went to regimental duty in 
command of a battery, and subsequently became chief of 
staff in East Prussia. In 1927, he returned to the Reich- 
swehr Ministry as assistant to Blomberg, who was head of 
the operations branch. Here he was largely responsible 

The Blombefg-Fritseh Era 


for devising the plan, in case of war, for a swift offensive 
against Poland combined with a defensive in the West to 
hold France m check. It was the embryo of the plan 
that was actually executed in 19395 although then amplified 
in scale and resources. 

During the pre-Nazi period Fritsch showed a diplo- 
matic talent, unusual among German officers of the old 
school, in dealing with democratic deputies who were 
inclined to ask awkward questions regarding increases in 
the military budget, and the reasons why an army limited 
in size required such a disproportionately large framework 
of staff and instructional cadres. _ Fritsch was adept in 
explaining away such curious points, and in persuading 
critics not to press their enquiries. He knew how to gag 
them in subtle ways — by appealing to their patriotism, 
playing on their weaknesses, or cultivating their friendship. 
Normally he had an ice-cold manner, and nature, but he 
could turn on a warm-tap of charm, when it served a 

When the Nazis arrived in power the generals realized 
that they would need a chief who combined determination 
with diplomacy in order to hold their own. It was Fritsch's 
possession of these qualities, in addition to his reputation as 
a strategist, that led to his appointment early in 1934. 
His first moves were directed to curb the ambition of the 
amateur soldiers of the Nazi party, headed by Captain 
Roehm, and to counter the threat that their advancement 
might carry to the authority and interests of the professional 
army* He provided Hitler with evidence that their plans 
for arming the storm troopers as a supplement to the army 
were designed to pave the way for a coup d'etat, aimed at 
Hitler himself. Himmler was working on the same line — 
from a different motive. They succeeded in convincing 
Hitler so well as to produce the bloody purge of June 
30th, 1934. 

This had the double effect of strengthening Fritsch's 
position with Hitler and with all the elements in Germany 



The Other Side of the Hill 

that, for diverse reasons, feared the growth of the Nazi 
influence. For a time, he established the supremacy of 
the Army Command upon the internal balance of power, 
and was able to outmanoeuvre Himmler. Over such 
issues as the reintroduction of conscription and the re- 
occupation of the Rhineland, Fritsch marched in step 
with Hitler. But he insisted on testing the ground before 
each step was taken, and was careful to restrain the pace 
of developments, so that the German Army should not 
be committed to a dangerous trial of strength while it was 
still growing. 

Emboldened by the submissive way in which these 
defiant steps were taken by the French and Bi itish Govern- 
ments, the Nazi leaders next made the more far-reaching 
move of intervening in the Spanish Civil War — in order to 
ensure the success of General Franco's revolt, and thus 
establish a Fascist power athwart the sea-communications 
of France and Britain. Fritsch was keen to use the Spanish 
battlefield as an experimental practice-ground for the 
German Army's new weapons and tactics, employed by 
sample units sent out for the purpose, but he was shrewd 
enough to see that Spain was an awkward place strategically 
at which to risk an open challenge to Fiance and Btitain. 
His caution was resented by the Nazi leaders, flushed with 
their recent successes in defiance. At the same time his 
diplomatic efforts to foster better relations with the Red 
Army excited violent complaint on their part. Hitler's 
anti-Bolshevist obsession provided Fritsch's enemies with 
fruitful soil in which to sow suspicion. Friction was 
increased by Fritsch's efforts to maintain the old spirit in 
the new officer corps, and keep it free from permeation 
by Nazi ideology. 

Meanwhile the rift between Fritsch and Blomberg was 
growing. Fritsch and his fellows felt that Blombeig was 
hypnotized by Hitler, and was not standing up for the 
Army's interests as he should have done It seemed to 
them that Blomberg's spirit of subservience was symbolized 

The Blomberg-Fritsch Era 


in the way he wore Nazi emblems on his uniform, and they 
nicknamed him Hitler- Youth-Quex, after an idealistic boy 
portrayed in Nazi films, 

"the double dismissal 

A crisis came in Januaxy, 1938, arising out of an affair 
that was very remote in appearance from its real causes. 
Blomberg had fallen in love with a typist in his office, 
and married her. Hitler expressed approval of Blomberg's 
intention, as a public proof that the military leaders of 
National-Socialist Germany were broadening their social 
outlook and identifying themselves with the people, instead 
of marrying only into their own caste. He graced the 
wedding, as a witness. Blomberg's fellow-generals regarded 
the marriage as unseemly, but — contrary to what was 
widely reported at the time — it is not true that they made 
a concerted protest and caused Blomberg's removal from 
office. For any protest they might have made was 
forestalled — by Himmler. 

After Blomberg's marriage had taken place Himmler 
presented to Hitler a police dossier purporting to show 
that the bride was a prostitute. It has been suggested by 
American investigations since the war, that Himmler had 
planted her in Blomberg's office as part of a trap. Hitler's 
reaction to the revelation was violent, for by his own 
presence at this wedding of "a woman of the streets" he 
had been made to look ridiculous. He dismissed Blomberg 
from his post, and even crossed his name off the list of the 
officers' corps. 

That news did not disturb the other generals. But 
they were shaken to their roots by a second stroke that 
immediately followed. For now that the question of 
appointing a new War Minister had to be considered 
Himmler brought out a further dossier to show that Fritsch 
was under police watch for homosexual offences. It was, 
actually, a dossier about another bearer of the same name. 
But when Hitler sent for the Commander-in-Chief, 


The Other Side of the Hill 

Himmler produced a witness who formally identified 
him as the man in the case. Hitler thereupon removed 
him from his post. 

According to General Rohricht, the reason for this 
move of Himmler's was to prevent Fritsch succeeding to 
Blomberg's position and power, which carried with it 
supreme command of the Wehrmacht — the armed forces 
as a whole. * 'Anyone succeeding to that post would 
become the superior of Goering who was now Commander- 
in-Chief of the Luftwaffe. It would have been very 
difficult to appoint any fresh soldier over his head. Fritsch 
was the only possible one, because of his existing seniority 
to Goermg as a Commander-m-Chief. Himmler' s inter- 
vention was not for Goering's sake, but for his own ends. 
All his moves had the aim of paving the way for his ambition 
of replacing the army by the S.S., step by step. 55 

Fritsch demanded a Court of Inquiry, but it was only 
with much difficulty that he was granted one — after 
energetic representations by Rundstedt, as repiesentativc 
of the senior generals. When it was conceded, Himmler 
wanted to preside over it himself, but the Minister of 
Justice then came to Fritsch 5 s help by declaring that a 
military court was necessary. Himmler next tried to get 
at the witnesses for the defence. To ensure their attendance, 
and their safety, the generals arranged for them to be 
guarded by soldiers. At the inquiry Himmler 5 s chief 
witness recanted his evidence — and paid for this with his 
life. But Fritsch was completely acquitted. 

Meanwhile, Hitler had taken the opportunity to assume 
supreme command of the Wehrmacht himself, declaring 
that he had lost confidence in the generals. Biomberg's 
former post was reduced to a lower status, and filled by 
General Keitel, who appeared to Hitler to have the quali- 
ties of a good lackey. At the same time General von 
Brauchitsch was appointed to command the Army in 
place of Fritsch, so no room was left for the latter by the 
time he was cleared of the charges that had been framed 

The Blomba g-Fritsch Era 


against him. Thus the outcome of the crisis that had been 
so deliberately engineered was to pave the way for Hitler's 
ultimate control of strategy, while strengthening Himmler's 

By making himself actual Commander-in-Chief of the 
Wehrmacht (the armed forces as a whole), Hitler naturally 
increased the importance of its executive organ, the Ober- 
kommando der Wehrmacht — a title commonly shortened 
to O.K.W. In this were centralized the political and 
administrative matters common to all three services. It 
included a small "national defence" section (Landes- 
verteMigung) which dealt with matters on the borderline 
between policy and strategy, and with the co-ordination 
of the three services. There was soon a move to develop 
this into a Wehrmacht General Staff — a development 
equally desired by Hitler and Keitel. 

This project was strongly resisted by the Army High 
Command (Oberkommando das Heeres — O K.H. for 
short) 3 who were quick to see it as an attempt to displace 
them as the heir of the old Great General Staff. They 
argued that it was unsound to subordinate a long- 
established organization such as theirs to a newly formed 
body of an amateur nature, and that as Germany's military 
problems were predominantly continental the Army High 
Command ought to have the decisive influence. Their 
opposition prevailed for the moment, helped by the Naval 
High Command's inherent dislike of being directed by 
land-lubbers, and the more personal objections that arose 
from Goering's position as Commander-in-Chief of the 
Air Force So the issue remained in abeyance, and the 
General Staff of the Army remained in control of strategy, 
subject to Hitler's broad direction. He had still a long 
way to go before he could fulfil his ambition of playing 
the part of executive strategist — and actually handling the 
pieces on the board. 



At first sight it may seem curious that such a man as 
Walther von Brauchitsch was appointed to replace Fritsch, 
and that he accepted the appointment. For he had 
shown himself conspicuously loyal to the former repub- 
lican regime, and inclined to take a liberal view of political 
and economic issues, while outspokenly critical of Nazi 
policies. Neither Junker narrowness nor Nazi fanaticism 
appealed to him. At the same time he was generally 
regarded as a man who had a keen sense of honour and 
was by no means self-seeking. For these reasons, coupled 
with his strong sense of justice and consideration for others, 
he was trusted both by his fellows and his juniors to an 
exceptional degree. Was his acceptance of Hitler's offer 
in February, 1938, due to a sudden yielding to personal 
ambition — when the prize was so big — or to a feeling that 
he might be able to serve the Service by stepping into the 
breach? The second, and better, explanation tends to be 
supported by the fact that Brauchitsch continued on good 
terms with Fritsch after the latter had been shelved, and 
took more than one opportunity of paying tribute to him, 
in a way distasteful to the Nazi leaders. Events soon 
showed, however, that Brauchitsch had stepped on to a 
slippery slope where he would find it hard to keep upright. 

The reasons for his appointment are simpler to under- 
stand. Hitler was shrewd enough to realize the importance 
of making a choice that would inspire general confidence, 
even though it meant taking a man who was not in sym- 
pathy with the Nazi party. Brauchitsch was generally 
regarded as a sound yet progressive soldier — although 
primarily an "artillerist" he had a better appreciation of 


The Brauchitsch-Halder Era 


tank potentialities than most of the senior generals. In 
other respects, too, he was less conservative than the 
school that Fritsch had represented. His popularity with 
all sections was an obvious asset, which would help to 
offset suspicion of the political motives behind the changes 
and of the internal struggle that had preceded them. His 
unassuming manner fostered the hope that he would prove 
easier to handle than Fritsch. 

Hitler soon found, however, that Brauchitsch — though 
more polite in his manner — was no more disposed than 
Fritsch had been to allow a political infiltration in the 
army. His first steps were to introduce a number of wel- 
fare measures for improving the condition and post-service 
prospects of the ordinary soldier, but he insisted on keeping 
these clear of Nazi organization. At the same time, he 
tightened discipline. He sought to quicken up the process 
of equipping the forces, but also to put a brake on the 
tendency of Nazi foreign policy to precipitate an early 
conflict His stand was reinforced by General Beck, then 
Chief of the General Staff Beck, though a soldier of 
great ability and strong character, tended towards the 
"anti-tank" school, so that in his opposition to Hitler's 
aggressive policy he was inclined to underrate what Hitler 
might achieve by the use of new instruments. 

After Hitler, that summer, had made his designs clear, 
Brauchitsch summoned all the senior generals to a con- 
ference, and told them that Beck had drafted a memoran- 
dum which, if they approved, he proposed sending to 
Hitler. Beck then read the memorandum. It argued that 
German policy ought to avoid the risk of war, especially 
over such "a small issue as the Sudetenland". It pointed 
out the weakness of the German forces, and their inferiority 
to the combination that might be arrayed against them. 
It emphasized that, even if the United States did not take 
a direct part, she was likely to use her resources to supply 
Germany's opponents with arms and equipment. 

Rundstedt, giving me his account of the conference, 


The Other Side of the Hill 

said — "When Beck had finished reading the memorandum, 
Brauchitsch got up and asked whether any of those present 
had objections to raise before it was sent to Hitler. No one 
objected, so the document was delivered. It provoked 
Hitler to great wrath, and led to the dismissal of Beck — 
who was replaced by Haider " 

This momentarily damped opposition, but when the 
Czecho-Slovakian crisis came to a head, in September, 
Brauchitsch told Hitler that the German Army was not 
prepared for war, and warned him against pressing his 
demands so hard as to produce a fight Brauchitsch was 
buttressed by Haider, who followed his predecessor's line 
rather than Hitler's — showing the latter that it was still 
difficult to drive a wedge into the close-knit German 
military corporation. While Haider was more progressive 
than Beck in his military views, he was also a man of long 
views in the political field and not inclined to gamble 
with Germany's future* A tougher personality than 
Brauchitsch, he was more ready to be tough with Hitler. 
When it became clear that Hitler was not to be checked 
by counsels of caution, Haider became busy with plans 
for a military revolt against Hitler's policy and regime 

The French and British governments, however, were 
even less prepared for war or willing to risk a fight on 
behalf of Gz echo-Slovakia, so Hitler gained his claims for 
the Sudetenland with little difficulty, at Munich. 

In the flush of that triumph, Hitler became harder to 
curb. Next spring he occupied the whole of the Czechs 5 
territory by a sudden coup, breaking the Munich agree- 
ment He then proceeded, without pause, to put pressure 
on Poland for the return of Danzig to Germany and the 
right to build an extra-territorial railway and road across 
the Polish Corridor into East Prussia. Unable to see 
anybody else's point of view, he could not understand 
that these limited demands lost their appearance of 
moderation in the circumstances of their proposal. When 
the Poles, stiffened by the British Government's hurried 

The Brauchitsch-Halder Era 


offer of support, refused to consider such readjustments. 
Hitler became so angry under his sense of injury as to 
press matters further and quicker than he had intended. 
While still hoping that- the Poles would climb down, and 
save his face, he became more inclined to risk war — 
provided that the risk in a war would not be too big. 

When he consulted the military chiefs on this question, 
Brauchitsch gave a more qualified reply than KeiteL 
Brauchitsch considered that Germany could "probably" 
reckon on a favourable result if the opposition were con- 
fined to Poland, France and Britain. But he emphatically 
declared that Germany would not have much chance of 
winning if she had also to fight Russia. The French 
Ambassador in Berlin, M. Goulondre, heard of the 
arguments and reported them to his government early 
in June. 

Brauchitsch's doubts, coupled with his disparaging 
comments on the value of Italy as an ally, annoyed the 
more violent Nazis, who had already been complaining 
of the way he had checked the Nazification of the Army. 
They developed a campaign against him. This may- 
explain why he was led at this time to make a public 
declaration of confidence in the Fiihrer, and also to 
express sentiments in a speech at Tannenberg which 
sounded threatening towards Poland — though they could 
be construed in a strictly defensive sense. But it is under- 
standable that he should feel that there was little danger 
in such language, since no one who weighed the situation 
in military scales was likely to imagine that Britain and 
France would actually carry their support of Poland to 
the point of war in such a hopeless strategical position 
as would result if Russia was induced to stand aside. 
For Hitler was driven to meet Brauchitsch's stipulations 
so far as Russia was concerned and to recast his whole 
policy of the past in an effort to secure her neutrality. 
Once he accepted the necessity of a political turn-about, 
Hitler moved quickly to arrange a pact with Russia — in 


The Other Side of the Hill 

striking contrast to the hesitation and delay of the British 
Government in their negotiations with Russia at the same 

Despite the announcement of the Russo-Gcrrnan pact, 
the British Government defied logical military calculation 
by deciding to fight, and pushed the French into the same 
course. But the invasion of Poland had already been 
launched, on Hitler's order, before the fallacy of that 
calculation was apparent. For the moment, Brauchitsch 
and Haider were fully occupied in conducting the cam- 
paign — and could drown their anxieties by immersing 
themselves in their professional task. 

The plan was of their design, and the campaign was 
swiftly successful. The executive commanders were 
allowed a free hand 3 and demonstrated the value of it by 
showing an initiative and flexibility that were in the best 
vein of the old tradition. The main role was played by 
Rundstedt's Army Group in the South which, after breaking 
through the Polish front, sent Reichenau's mobile ioth 
Army — this had the bulk of the mechanized divisions — on 
a northward swerve to Warsaw, to cut astride the rear of 
the main Polish armies in the centre. That stroke, which 
decided the issue, was the more notable because O.K.W. 
had ordered that the ioth Army should be sent straight 
ahead over the Vistula, as the Poles were thought to be 
already retreating to the south-east. But Rundstedt and 
his Chief of Staff, Manstein, had gauged that the main 
Polish armies were still west of Warsaw, and could thus 
be trapped on the near side of the Vistula, On this occa- 
sion the commander on the spot was allowed to act on 
his own judgment, which the result vindicated — but when 
a similar crucial turn came in the next campaign Hitler 
imposed his own decision and thereby paid a heavy forfeit. 

The effect of victory in Poland had an intoxicating 
effect on Hitler. But with it was mingled a fear of what 
might happen to him in the East if he did not soon secure 
peace in the West. The intoxication and the feai , working 

The Brauchitsch-Halder Era 


on one another, impelled him to fresh action while making 
him more reckless. 

To Brauchilsch and Haider the victory in Poland had 
brought no such intoxication. Once the dust of battle had 
settled they perceived more clearly the awkward conse- 
quences of that victory, and the dangers of becoming 
embroiled more deeply. After the campaign was over 
they recovered the long view so far as to oppose — even to 
the point of contemplating a revolt — Hitler's idea that an 
offensive in the West would make the Allies more inclined 
towards peace. But something more than a few months' 
inactivity would have been required to restore favourable 
conditions for peace, and during the winter the Allies' 
threats of c 'opening up the war", publicly voiced by 
Winston Churchill in broadcasts, had a natural tendency 
to spur Hitler into forestalling them. The dynamism of 
war increasingly took charge of the train of events. 

The invasion of Norway m April, 1 940, was the first 
of Hitler's aggressive moves that was not premeditated. 
As the evidence brought out at Nuremberg made clear, 
he was led into it unwillingly, more by fear than by desire, 
under the combined influence of persuasion and provo- 
cation. Although he achieved this conquest with ease he 
was no longer in control of his own course. The persuasion 
started from the arguments of Vidkun Quisling, the Nor- 
wegian pro-Nazi, about the likelihood of the British 
occupying the coast of Norway, with or without the con- 
nivance of the Norwegian Government. It was reinforced 
by the anxiety of the Naval High Gommand about the 
danger of such a development, both in tightening the grip of 
the British blockade and hampering their own submarine 
operations. These fears were increased, after the outbreak 
of the Russo-Finnish war at the end of November, by 
Franco-British offers of aid to Finland— which, as the Ger- 
mans shrewdly suspected, concealed an aim of gaining 
strategic control of the Scandinavian peninsula, Hitler, 
however, still felt that Germany had more to gain by Nor- 


The Other Side of the Hill 

way's continued neutrality, and wanted to avoid an 
enlargement of the war. After he had met Quisling in mid- 
December, he decided to wait and see whether Quisling 
could fulfil his hope of achieving a political coup in Norway. 

In January, however, nervousness was accentuated 
when Churchill made an emphatic broadcast appeal to 
the neutrals to join in the fight against Hitler, while other 
signs of an Allied move multiplied. On February 18th 
the British destroyer Cossack pushed into Norwegian waters 
and boarded the German supply ship Altmark to rescue 
captured British seamen it was carrying. Tliis step was 
taken on orders from the Admiralty, of which Churchill 
was then head. It not only infuriated Hitler, but made 
him think that if Churchill was ready to violate Norwegian 
neutrality for the rescue of a handful of prisoners, he was 
still more likely to do so in order to cut off the iron-ore 
supplies from Narvik that were vital to Germany. 

In this connection Rundstedt remarked to me in one 
of our talks: "Churchill's broadcasts used to make Hitler 
angry. They got under his skin — as did Roosevelt's 
later. Hitler repeatedly argued to the Army High 
Command, especially over Norway, that if he did not 
move first, the British would — and establish themselves in 
such neutral points 55 Admiral Voss, who was present, 
confirmed this account from his experience m the Naval 
High Command, and also said. "The British attack on 
the Altmark proved decisive, in its effect on Hitler — it 
was the 'fuse 5 that touched off the Norwegian offenshe.' 5 

Immediately after this, Hitler appointed General von 
Falkenhorst to prepare the forces for a coup to seize the 
Norwegian ports. At a conference on February 23rd, 
Admiral Raeder, the Naval Commander-in-Chief, em- 
phasized that: "The best thing for maintaining this (ore) 
traffic as well as for the situation in general is the main- 
tenance of Norwegian neutrality. 55 But he went on to say: 
"What must not be permitted, as stated earlier, is the occu- 
pation of Norway by Britain. That could not be undone. 55 

The Brauchiisch-Halder Era 45 

By this time reports from Norway showed that Quisling's 
party was losing ground, while reports from England 
indicated that some action in the Norwegian area was 
being planned, together with the assembly of troops and 
transports. On March 1st Hitler issued his directive for 
the expedition to Norway. On the 9th, the Naval High 
Command presented their plan, and dw r elt on the urgency 
of the operation in view of the reports that a British landing 
was imminent. They were very worried, but their own 
preparations would take some time to complete, and all 
they could do was to send submarines to lie off the ports 
in case the British transports appeared. 

But the Allies 5 plans were upset for the moment by 
Finland's capitulation on the 13th, which deprived them 
of the pretext on which they were intending to land at 
Narvik. When Admiral Raeder saw Hitler on the 26th, 
he expressed the view that the danger of a British landing 
in Norway was no longer acute for the moment, but 
considered it certain that a fresh pretext would soon be 
found and fresh attempts made to interrupt the iron-ore 
traffic. "Sooner or later Germany will be faced with the 
necessity of carrying out operation 'Weseruebung 5 JJ — the 
code name for the expedition to occupy Norway. Thus 
it was advisable to do this soon, rather than be too late. 
Hitler agreed, and fixed the date. Now that preparations 
had gone so far, there was an irresistible urge to put them 
into operation At almost the same time the Allies decided 
to put fresh pressure on the governments of Norway and 
Sweden. A mine-belt was to be laid in Norwegian waters, 
on April 5th, and the first convoy of troops was to sail 
for Narvik on the 8th. But the mine-laying operation 
was delayed until the night of the 7 th, and next afternoon 
the German invading force sailed 

Early on April 9th, small detachments of German troops, 
carried mostly in warships, landed at the chief ports of 
Norway, from Oslo to Narvik, and captured them with 
little difficulty. The sequel showed that the Allies 5 


The Other Side of the Hill 

designs had outrun the efficiency of their preparations, 
and the collapse of their counter-moves left Germany 
in possession of the whole of Norway, together with 
Denmark. This conquest was achieved without any 
material subtraction from the forces on the Western front, 
or interference with the preparations there. Moreover, 
the operation was carried out under the direction of 
O.K.W. and not of O.K.H. 

The story of how the plan for the invasion of the West 
took form is related m later chapters, and is too complex for 
brief summary here. For the moment it is more useful to trace 
the outline of the plan, and point out the basic factors that 
governed its issue — as a background to the more detailed 
record of personal influences and internal controversies. 

While it appeared to the world as a supreme example 
of the shock-offensive, it was really more remarkable for 
its subtlety. The essential condition of its success was the 
way that the Allied armies of the left wing, comprising 
the pick of their mobile forces, were lured deep into Bel- 
gium, and even into Holland. It was only through the left 
wing being caught m this trap, and wrenched from its 
socket, that the panzer stroke cut through the Allied left 
centre deeply and quickly enough to have decisive effects. 
Moreover, as fast as the German armoured divisions drove 
towards the Channel coast, cutting a pocket in the Allied 
front, the motorized divisions followed them up to form 
a defensive lining along the whole length of the pocket. 
These tactics extracted a maximum advantage fiom a 
minimum use of shock, and exploited the power of tactical 
defence as an aid to the offensive. For the burden of attack- 
ing, at a disadvantage, was thereby thrown on the Allied 
armies in any attempt to force open the trap and reunite 
their severed parts. Such subtlety is the essence of strategy. 

With the failure of the Allied left wing to break out, 
its fate was sealed, save for the portion that managed to 
escape by sea from Dunkirk, leaving all its equipment 
behind. None at all might have escaped but for the fact 

The Brauchitsch-Halder Era 47 

that Hitler stopped the sweeping advance of the panzer 
forces on the outskirts of Dunkirk — for reasons that are 
discussed further on. But this forfeit did not affect the 
immediate future. After the elimination of the left-wing 
armies, the remainder were left too weak to hold the far- 
stretching front in France against a powerful offensive, so 
that their collapse in turn was mathematically probable 
even before the next German stroke was delivered. In 
1 914 the aim had been to wheel inwards and round up 
the opposing armies in one vast encirclement, an effort 
that proved too great for the Germans 5 capacity. In 1 940 
the German Command concentrated on cutting off a 
portion of the opposing armies by an outward sweep, with 
the result that in this piecemeal process it eventually 
succeeded in swallowing them completely. 

But it was baffled, as Napoleon had been, when it came 
to dealing with the problem that remained — the con- 
tinued resistance of island Britain, and the prospect of her 
continuous "thorn-in-the-flesh" effects unless and until 
she was conquered. The Wehrmacht had been prepared 
for continental warfare, and for a more gradual develop- 
ment of events than had taken place. Having been led 
on to attempt, and attain, much more than had been 
foreseen, it was caught unprepared in shipping and equip- 
ment for carrying out any such new technique as was 
involved in a large-scale oversea invasion. 

Placed in that dilemma, the sweeping success of the 
earlier continental campaign encouraged the tendency, 
inherent in the Nazi gospel, to follow in the footsteps of 
Napoleon and repeat his invasion of Russia. Brauchitsch 
and Haider tried to curb Hitler's ambition to succeed where 
Napoleon had failed, but the immensity of their own suc- 
cesses hitherto made it more difficult for them to impose 
a policy of moderation. Moreover, while they were far 
from agreeing with the Nazi view that the conquest of 
Russia would be easy, the relatively high estimate that 
they had formed of Russia's strength made them more 


The Other Side of the Hill 

inclined to accept the necessity of tackling Russia before 
that strength had still further increased. 

The plan they framed was designed on the same piin- 
ciple as 1940 — that of piercing weak spots in the Red 
Aimy's front, isolating huge fractions of it, and forcing 
these 10 attack in reverse in the endeavour to get out of the 
net woven round them. They aimed to destioy Russia's 
aimed strength in battles near to their own frontier, and 
wanted to avoid, above all, being drawn deep into Russia 
in pursuit of a still unbioken army that letreatcd before 
their advance. Conditions m Russia favoured this design 
111 so far as the vast width of the front offei ed more 1 com 
to manoeuvre for piercing thrusts than there had been in 
the west, but were unfa vom able in the lack of natural 
back-stops, comparable to the Channel, against which they 
could hope to pin the enemy after breaking through. 

The German plan achieved a scries of great piecemeal 
victories which brought it ominously close to complete 
success — helped by the initial over-confidence of the 
Russian leaders. The armoured thiusts cut deep, and 
successively cut off large portions of the Russian ai mies, 
including a dangerously high proportion of thcii best- 
trained and best-equipped tioops. But, on balance, the 
advantage which the German offensive derived Irom the 
breadth of space in Russia was outweighed by the dis- 
advantage of the depth of space through which the Russians 
could withdraw in evading annihilation. That balance 
of disadvantage tended to increase as the campaign 

Another handicap which emerged was the limited scale 
of the armoured forces on which the success of the German 
strokes mainly depended In 1940 the victory in the west 
had been virtually decided by the thrusts of the 10 panzer 
divisions used to open the way for the mass of 150 ordinary 
divisions which the Germans deployed there. For the 
invasion of Russia in 1941 the number of panzer divisions 
was raised to 21 — but only by halving the number of 

The Biauchiisch-Halder Era 


tanks in each. The greater power of manoeuvre provided 
by this increased scale of mobile divisions was valuable on 
such a broad front, while the decreased punching power 
did not matter much in the earlier phases of the invasion. 
Indeed, the consequent rise in the proportion of infantry 
in these divisions was welcomed by the orthodox, since it 
provided a higher ratio of tioops to hold the ground gained. 
But the limited punching power became a serious factor 
as the campaign continued, especially when the Germans 
met a more concentrated defence on approaching the great 

It was on those "rocks 55 that the German prospect of 
victory foundered. The nearer they came to such objec- 
tives, the more obvious became the direction of their 
attacks and the less room they had for deceptive manoeuvre. 
Hitler's long-profitable instinct for the strategy of indirect 
approach deserted him when such great prizes loomed 
before his eyes. Moscow became as fatal a magnet for 
him as it had been for Napoleon. 

When the German armies failed to fulfil their aim of a 
decisive victory west of the Dnieper — to destroy the 
Russian armies before they could retreat beyond it — 
Hitler wavered in a state of indecision, and then tem- 
porarily flung his weight southward into the Ukraine. 
But after a spectacular encirclement of the opposing forces 
around Kiev, he reverted to the original axis. Although 
autumn was now at hand, he decided to continue the 
advance on Moscow — as well as the southern advance 
through the Ukraine towards the Caucasus. Early in 
October he staked his prestige on the gamble by the 
announcement that the final stage of the offensive to 
capture Moscow had begun. 

The opening phase was brilliantly successful, and 
600,000 Russians were caught by a great encircling move- 
ment around Vyasma, carried out by the armies under 
Bock's command. But it was the end of October before 
they were rounded up, and by that time winter had set 

50 The Other Side of the Hill 

in, with the result that the exploitation of victory was 
bogged in the mud on the way to Moscow. 

When Hitler called for fresh efforts, Brauchitsch and 
Haider advised that the armies should draw in their horns 
and consolidate a safe defensive line for the winter, where 
the troops could gain shelter from the weather as well as 
from the enemy. But Hitler would not listen to such 
cautious arguments. So another great effort was mounted 
in November. But the obviousness of its aim and the 
convergence of its thrusts simplified the Russians 5 problem 
in concentrating reserves to check each dangerous develop- 
ment. Brauchitsch ceased to be responsible except in a 
nominal sense for this later stage of the offensive, carried 
out under Hitler's orders. After its final failure early in 
December, coupled with the German retreat from Rostov 
in the south, it was officially announced that Brauchitsch 
had been relieved of his post, and that Hitler had decided 
to "follow his intuitions 55 and take over supreme command 
of the German Army, in addition to the supreme command 
of the forces as a whole, which he had assumed when he 
had parted with Blomberg m February, 1938. 

Brauchitsch was fortunate in the time of his departure. 
For it left his military record distinguished by the most 
striking series of victories in modern history, and blemished 
merely by a check which he had not only foreseen but of 
which he had forewarned his supeiior. But his dismissal 
registered the final defeat of the soldiers' claim to decide 
questions of strategy and military policy. Henceforth the 
"Bohemian Corporal 5 ' would dictate to the generals in 
their own sphere, and their power would be limited to 
advice or protest. Unwilling executants do not make for 
good execution. 

The transition was traced by Dittmar in one of our 
talks. "The Polish, Western and Balkan campaigns, and 
the first stage of the Russian campaign, were conducted 
by O K.H. — with comparatively little interference from 
O.K.W. The battle of Kiev was the first occasion when 

The Brauchitsck- Holder Era 51 

Hitler attempted to take direct charge of operations. He 
justified this on the ground that it was essential to finish 
the Russian campaign before the winter. From then on, 
O K H. was increasingly dominated by O.K W. — which 
really spelt Hitler. 55 

Dittmar went on to emphasize the effect of another 
important development: "Hitler decided that O.K.H 5 s 
sphere of responsibility should be confined to the Russian 
front, and that O K.W. should assume the exclusive 
direction of all other theatres of war. As a result, O.K.H. 
could not keep a view of the war as a whole, and this 
restriction of outlook progressively weakened its ability to 
argue the case against errors of strategy. The division 
of spheres, and interests, between O.K.W. and O.K.H. 
w r as a grave weakness m the German planning. 

"I heard much about the effects from Haider. He said 
that Hitier was a mystic, who tended to discount, even 
where he did not disregard, all the rules of strategy. 

"Hitler taught and believed that reason and knowledge 
are nothing, and that the unbending will to victory and 
the relentless pursuit of the goal are everything. Mystical 
speculation replaced considerations of time and space, and 
the careful calculation of the strength of one's own forces 
in relation to the enemy's. All freedom of action was 
eliminated. Even the highest commanders were subjected 
to an unbearable tutelage. 55 



From 1941 onwards the names of all other German generals 
came to be overshadowed by that of Erwin Rommel. He 
had the most startling rise of any — from colonel to field- 
marshal. He was an outsider, in a double sense — as he 
had not qualified for high position m the hierarchy of the 
General Staff, while he long performed in a thealie 
outside Europe. 

His fame was deliberately fostered — not only by his 
own efforts but by Hitler's calculated choice. For Hitler, 
recognizing the public craving in wartime for glamorous 
military figures, decided to pick two soldiers (and two only) 
whom he could safely turn into popular heroes — "one in 
the sun and one in the snow 55 . Rommel in Afiica was to 
be the sun-hero and Dietl in Finland was to be the 

Both performed in the wings of the main stage, where 
Hitler intended to keep the limelight for himself Both 
were vigorous fighting soldiers whose qualities promised 
well for local success, without being of the intellectual 
calibre that might make them competitors for the higher 
strategic direction. Both seemed certain to be loyal 
instruments of Hitler, In the outcome, Rommel did more 
of the two in performance to justify his selection, but 
Hitler's confidence in his sustained loyalty was not so well 
justified. When Rommel came to see that Hitler's survival 
and Germany's survival were incompatible he put his 
country first and turned against his patron. 

While Rommel owed much to Hitler's favour, it was 
testimony to his own dynamic personality that he first 
impressed himself on Hitler's mind, and then impressed 


"Soldier in the Sun" — Rommel 


his British opponents so deeply as to magnify his fame 
beyond Hitler's calculation. 

As a junior officer in the previous war Rommel gained 
exceptional distinction, receiving the highest German 
decoration, Pour le Menie> after the Gaporetto offensive of 
1 91 7 against the Italians* But his professional knowledge 
was not regarded as equal to his fighting record, and he was 
given only minor employment in the post-war army. He 
was not considered suitable for the select circle of the future 
General Staff The story that in the post-war years he 
was a Nazi storm-troop leader is, however, a legend in- 
vented by propagandists in the days when he became 
famous, in oider to associate his reputation with that of 
the party. 

His opportunity came when, after the Nazis attained 
power in 1933, he was appointed a military instructor to » 
the S.A. He was a good lecturer, with a gift of vivid 
exposition, and had widened his horizon by studying the 
new 4 'science 5 5 of geo-politics — he was one of Professor 
Haushofer's disciples. Subsequently he became instructor 
at the Infantry School at Dresden, and was then appointed 
to the new one at Wiener-Neustadt. Before this he had 
come in contact with Hitler, who found him a refreshingly 
unorthodox soldier with whom to discuss new military 
ideas. On the outbreak of war he was appointed com- 
mander of Hitler's personal headquarters, which naturally 
increased both the contact and the opportunity. After the 
Polish campaign he asked Hitler for command of a panzer 
division, and got it. This was characteristic of Rommel's 
keen sense of the right opening and his opportunism in 
grasping it. For, prior to the war, he had been such a 
keen infantryman that he had opposed the ideas of those 
who preached the gospel of tank warfare. He saw the 
light on the road to Warsaw, and lost no time in "following 
the gleam 55 . 

He was appointed to command the 7th Panzer Divi- 
sion, and led it in the Western offensive. His division 

54 The Other Side of the Hill 

played a dashing part in the break-through over the Meuse 
and on to the Channel coast. In the next stage, it broke 
through the French front on the Somme between Abbe- 
ville and Amiens, and led the drive to the Seine near 
Rouen, Its brilliant performance was still further 
enhanced by subsequent publicity, and it was retrospec- 
tively christened "The Phantom Division". 

Then, early in 1941, when Hitler decided to send an 
armoured and motorized expeditionary force to help his 
Italian allies in the invasion of Egypt, he appointed Rommel 
to command this "Africa Corps 55 . By the time it arrived 
in Tripoli the Italians had not only been thrown back over 
the frontier, but their army had been destroyed in the 
pursuit. Rommel was not daunted by the disastrous 
situation which greeted him. Knowing that the victorious 
British army was small, and guessing that it was probably 
at the end of its tether, he promptly launched an offensive 
with the first instalment of his corps. He had little under- 
standing of tank technique, but he had a tremendous sense 
of mobility and a flair for surprise. He caught the British 
distributed piecemeal, and with most of their tanks in need 
of repair. The speed of his onset and enveloping dust-clouds 
magnified his strength. The British were swept headlong 
out of Cyrenaica and back over the Egyptian frontier. 

In the next eighteen months Rommel's fame continually 
grew, owing to the way he baffled successive British 
offensives, and, above all, through his startling ripostes 
whenever his annihilation was prematurely announced. 
In the process the troops of the British Eighth Army came 
to think much more highly of him than they did of their 
own commanders, and his Jack-in-the-box performance so 
tickled their sense of humour that their admiration became 
almost affectionate. He reached the peak of his career 
in the summer of 1942 when he defeated the Eighth Army 
piecemeal between Gazala and Tobruk, and then chased 
the remainder of it back through the Western Desert to 
the verges of the Nile Delta. 

"Soldier in the Sun" — Rommel 55 

General Auchmleck, the British Commander-in-Chief 
in the Middle East, intervened at this crisis by taking over 
personal charge of the battered Eighth Army and rallying 
the disheartened troops for a definite stand on the El 
Alamein position. Rommel's troops were tired and short 
of supplies after their long pursuit. In two successive 
efforts they were foiled and thrown back That check 
proved fatal to the invader's prospects, 

Rommel still appeared confident that he would succeed 
at a third attempt, but his inward hopes were fading, while 
time was slipping away in the process of accumulating 
supplies. During the interval the British were reinforced 
by fresh divisions from home. There was also a change of 
commanders. Mr. Churchill wanted the British to take 
the offensive as soon as the reinforcements arrived. Auchin- 
leck, more wisely, insisted on waiting until they were 
accustomed to desert conditions. In the sequel, Auchmleck 
was replaced by Alexander as Commander-in-Chief, while 
Montgomery took over the Eighth Army. But Rommel 
struck first, at the end of August, and was again baffled 
by the new defence plan. Then the initiative changed 
sides. After a long pause for thorough preparation- 
longer than Auchmleck had contemplated— Montgomery 
launched an offensive in the last week of October that was 
now backed by a tremendous superiority in air-power, 
gun-power, and tank-power. Even then it was a tough 
struggle for a whole week, as there was no wide outflanking 
manoeuvre. But the enemy, besides being overstretched, 
were vitally crippled by the submarine sinkings of their 
petrol tankers crossing the Mediterranean. That decided 
the issue, and once the enemy began to collapse at their 
extreme forward point they were not capable of any 
serious stand until they had reached the western end of 
Libya, more than a thousand miles back. 

For Rommel himself the decisive blow had been the 
frustration of his August attack. Following that disap- 
pointment, he was so badly shaken that his moral depression 

5 6 The Other Side of the Hill 

lowered his physical state, and he had to go sick, with 
desert sores, for treatment in Vienna. On hearing of 
Montgomery's offensive, he insisted on flying back to 
Africa at once, regardless of the doctors' protests, but was 
not fit enough to do himself justice in the months that 
followed. Although he conducted the long retreat suffi- 
ciently well to evade each of Montgomery's attempts to 
encircle his forces, he lost opportunities to administer a 
check, while his sickness may have accounted for his bad 
slip in the Battle of Mareth that opened Montgomery's 
path into Tunisia, and thus paved the way for the enemy's 
final collapse m Africa, He himself left Africa, for further 
treatment, in March — over a month before that occurred. 
For Hitler it was as important to preserve Rommel's 
prestige as to preserve his services for the future. 

Since Alamein, there has been a tendency to talk of the 
"Rommel legend", and to suggest that his reputation was 
unduly inflated. Such disparagement is a common accom- 
paniment of a change of fortune But there was a deeper 
reason for it in the first place. He had become the hero 
of the Eighth Army troops before Montgomery arrived 
on the scene — the scale of their respect for him was shown 
by the way they coined the term "a Rommel" as a synonym 
for a good performance of any kind. This attitude of 
admiration carried a subtle danger to morale, and when 
Montgomery took over command special efforts were 
made to damp the "Rommel legend" as well as to create 
a counter-legend around "Monty". 

This propaganda gradually spread the view that 
Rommel was an overrated general. Montgomery's private 
feelings, however, were shown m the way he collected 
photographs of Rommel and pinned them up beside his 
desk, though he later expressed the view that Rundstedt 
was the more formidable opponent of the two. Here it 
must be remembered that Montgomery never met Rommel 
at his best, and that when they met in battle Rommel was 
not only weakened by sickness but tactically crippled 

"Soldier tn ike Sun 5 ' — Rommel 57 

by a heavy inferiority of force and shortage of petrol 

The outstanding feature of Rommel's successes is that 
they were achieved with an inferiority of force, and without 
any command of the air. No other generals on either side 
gained the victory under such conditions, except for the 
early British leaders under Wavell, and their successes 
were won against Italians. That Rommel made mistakes 
is clear, but when fighting superior forces any slip may 
result in defeat, whereas numerous mistakes can be 
effectively covered up by the general who enjoys a big 
advantage of strength. 

More definite defects were his tendency to disregard 
the administrative side of strategy and his lack of thorough- 
ness over detail. At the same time he did not know how 
to delegate authority, a defect that was very irritating to 
his chief subordinates. He not only tried to do everything 
himself but to be everywhere — so that he was often out of 
touch with his headquarters, and apt to be riding round 
the battlefield when he was wanted by his staff for some 
important decision. On the other hand, he had a wonderful 
knack of appearing at some vital spot and giving a decisive 
impetus to the action at a crucial moment. He also gave 
dynamic junior officers such opportunities to prove their 
value as seniority-bound generals would never have 
dreamt of allowing them. As a result he was worshipped 
by the younger men. That feeling was shared by many of 
the Italian soldiers who saw in him such a vital contrast 
to their own senile and safety-first higher commanders. 

In the field of tactics, Rommel was often brilliant in 
ruse and bluff. In his first attack in Africa he pushed his 
tanks so hard that many went astray in the desert, but 
when he reached the main British position he cleverly 
concealed the scanty number that were present by utilizing 
trucks to raise a great cloud of dust, and create the 
impression that tanks were converging from all sides. 
This produced a collapse. 


The Other Side of the Hill 

While extremely daring he was also subtle. A repeated 
feature of his battles was the way he used his tanks as a 
bait, to lure the British tanks with traps that were lined 
with anti-tank guns — thus skilfully blending the defensive 
with the offensive. These "Rommel tactics 5 * became 
increasingly adopted by all armies as the war advanced. 

When he left Africa his departure was almost regretted 
by his opponents, so big was the place he had come to fill 
m their lives, and in their imagination. That was partly 
due to his remarkably good treatment of British prisoners ; 
indeed, the number who managed to escape and return 
to their own lines after a personal contact with him suggests 
that his chivalry was blended with strategy. Much wider 
still was the impression made by his swiftness of manoeuvre 
and his startling come-backs after being apparently defeated. 

As a strategist, his defects were apt to be a serious offset 
to his subtlety and audacity. As a tactician, his qualities 
tended to eclipse his defects. As a commander, his excep- 
tional combination of leading power and driving power 
was accompanied by a mercurial temperament, so that he 
was apt to swing too violently between exaltation and 

In 1944 Rommel reappeared as army group commander 
on the Channel coast, to meet the Anglo- American invasion. 
Here he was under Field-Marshal von Rundstedt, the 
Commander-in-Chief in the West, Their views differed 
as to the best way to meet the invasion and also as to the 
place where it was to be expected. Rundstedt favoured 
defence in depth, trusting to the effect of a powerful 
counter-offensive when the invaders had fully committed 
themselves. Rommel had a natural disposition to favour 
such a form of strategy, which he had followed so often 
in Africa, but experience there had modified his view of 
its practicability against an invader superior in air-power. 
He was now anxious to concentrate right forward with 
the aim of checking the invasion before it became estab- 
lished ashore. Rundstedt also held the view that the main 

"Soldier in the Sun' 9 — Rommel 59 

Allied offensive would come direct across the Channel at 
its narrower part, between the Somme and Calais, whereas 
Rommel became more concerned with the possibilities of 
an invasion of Western Normandy, between Caen and 
Cherbourg. Here he took the same view as Hitler. 

On the latter issue Rommel's anticipation (and Hitler's) 
was right. Moreover, there is evidence that he had striven 
hard in the last four months to improve the coast defences 
in Normandy, which had been neglected by comparison 
with those in the Pas de Calais. His efforts, fortunately 
for the Allies, were hampered by the shortage of resources 
— so that both the under-water obstructions and the coast 
fortifications were far from complete. 

On the other issue, the general opinion on the Allied 
side, especially among the generals, has been that Rund- 
stedt's plan — of holding the reserves back and then 
launching a massive stroke at a chosen moment — was a 
good one, and that Rommel spoilt it by using up strength 
in the effort to pen the Allied armies within their Nor- 
mandy bridgehead. That was even more strongly the 
opinion of most of the German generals-those who 
belonged to the General Staff "caste" regarded Rommel 
as only less of an amateur than Hitler. They argued, also, 
that Rommel had had no war experience comparable to 
that provided by the Russian campaign, which had 
taught the importance of disposing forces in great depth. 

Rundstedt's plan was certainly more in accord with 
the basic theory of strategy. But when one takes account 
of the size of the Allied forces, coupled with their domina- 
tion of the air, and set against the wide space open for 
manoeuvre, it looks very doubtful whether any deliberate 
counter-offensive by the Germans could have stopped the 
invading armies once they penetrated deep into France. 
In such circumstances the only real hope may have lain 
in preventing them from securing a bridgehead big enough 

for building up their strength on that side of the Channel. 

Rommel went close to depriving them of this opportunity 


The Other Side of the Hill 

in the first few days, and his eventual failure to hold them 
in check may be traced back, not to his mistakes, but to 
delay in switching forces from the Pas de Calais. That 
was due to the Higher Command's continued belief that 
the Normandy landings were only a prelude to larger 
landings between Le Havre and Calais. Beyond that there 
was the lack of any adequate general reserve in the West. 
Rundstedt had wished to create one by evacuating the 
southern half of France, but Hitler would not sanction 
such a step. 

The effects were made fatal by Hitler's refusal to allow 
a withdrawal in Normandy when it became clear to both 
Rundstedt and Rommel that it was no longer possible to 
hold the invading forces in check. A timely withdrawal 
might have enabled the German forces to make a stand 
on the Seine, and a much longer stand subsequently on 
the German frontier. But Hitler insisted that there must 
be no general withdrawal, and would not allow the 
commanders in the West the freedom to carry out a local 
withdrawal, even of a few miles, without his approval. 
As a result divisions had to cling on until they were ham- 
mered to bits — a rigidity which in the end resulted in much 
longer retreats than Rundstedt and Rommel had proposed. 

A common sense of the hopelessness of Hitler's policy 
had brought these two into closer accord than ever before. 
At the end of June Hitler came to France at their urgent 
request — it was the only visit he paid to the West in 1944 
— and they met him at Soissons. But he would not agree 
to their very modest proposal to withdraw behind the 
Orne, preparatory to an armoured counter-stioke. In 
the following week the strain on the front grew worse. 
Rundstedt now bluntly said that it was vain to continue 
the struggle, and that the war ought to be ended. As that 
solution did not appeal to Hitler, he decided to try a 
change of commanders, and despatched his leading 
general in the East, Field-Marshal von Kluge, to replace 

"Soldier in the Sun" — Rommel 


It was significant that Hitler passed over Rommel, 
though he did not remove him. Rommel's attitude at 
Soissons had not found favour with Hitler. But Rommel's 
view of Hitler had changed even moie. He had remarked 
to a number of his own subordinate commanders that 
Germany's only hope now lay in doing away with Hitler 
as quickly as possible, and then trying to negotiate peace. 
It is certain that he was acquainted — at the least — with 
the plot that culminated in the attempted assassination of 
Hitler on July 20th. 

Three days before that Rommel was driving along a 
road near the front when low-flying 'planes attacked it. 
His car capsized and he was thrown out, fracturing his 
skull. The scene of this crash was the aptly-named village 
of Sainte Foy de Montgommery He was taken to hospital 
in Paris and when convalescent went to his home at Ulm. 
By this time the Gestapo had investigated the plot against 
Hitler. Two generals came to see Rommel at his home 
and took him out for a drive. During it they gave him a 
message from Hitler that he could choose between taking 
poison and coming to Berlin for interrogation. He chose 
the poison. It was then announced that he had died 
from the result of his accident, and he was given a state 

Thus ended the career of a soldier who, though defective 
both in his grasp of higher strategy and in administrative 
detail, had a real touch of genius in the tactical field, 
combined with dynamic executive power. He had a flair 
for the vital spot and the critical moment. Exasperating 
to his staff officers, he was worshipped by his fighting 



In Chapter IV the pattern of the war on Germany's side 
was traced as far as the end of 1941. The last chapter, 
after following the divergent thread of Rommel's career 
in the African field, came back along with him to the 
decisive reopening of the Western field in the summer of 
1944. But that has left a gap in the pattern; before 
passing to the final stage it is desirable to pick up the 
thread of events in Europe from the end of 1941, and 
carry it through the interval. To avoid anticipating the 
fuller picture that emerges from the accounts of the 
generals, in Part III, this interim chapter will be confined 
to a brief indication of the course of events, still in teims 
of the chief military personalities concerned. They were 
"soldiers in the shadow 55 , in a double sense — for the cloud 
of Hitler's disapproval as well as the cloud of defeat 
overhung their course. 

halder's last lap 

In 1942 the operations in Russia were conducted by 
General Franz Haider, Chief of the General Staff, but sub- 
ject to overriding directives from Hitler. Haider had a fine 
strategical brain, and the actual design of the plans which 
bad proved so successful earlier had been mainly his 
own work, rather than the inspiration of brilliant assistants 
in the background. But O.K.H,, over which he presided 
after Brauchitsch's removal, was henceforth more definitely 
under the control of O.K.W., which was scoffingly called 
"the military bureau of Corporal Hitler 55 . 

In this difficult situation Haider missed the support 
that Brauchitsch, by virtue of his authority, had formerly 


Soldiers in the Shadow 63 

provided. It had been more possible to argue with the 
Commander-in-Chief of the Wehrmacht when backed by 
the Commander-in-Chief of the Army than it now became 
when the two were one — and when that one was a man of 
Hitler's temperament. Between Brauchitsch and Haider 
there was a harmony rare in high quarters, and differences 
of view hardly ever arose. According to other generals who 
knew them, the two had worked so closely together that 
their respective functions and influence could hardly be 
distinguished, though Haider tended to be the dominating 
mind. "What Haider thought out, Brauchitsch presented 
to Hitler. Haider never saw Hitler without Brauchitsch 
being present to support him/ 5 But henceforth Haider 
had to fight his battles alone. 

The summer campaign of 1942 had brilliant initial 
success and bore evidence of masterly planning by Haider, 
An artful delay in opening the campaign on the main 
front, coupled with a startling coup against the Crimean 
peninsula, incited the Russians to take the initiative with 
an offensive towards Kharkov. Having got the southern 
Russian armies deeply embedded here, the main German 
offensive was launched past their flank, and gained a clear 
run down the corridor between the Don and the Donetz 
rivers. But after crossing the Lower Don the German 
drive split in divergent directions under Hitler's inter- 
ference. The prospects of the main advance into the 
Caucasus, and of securing the oilfields there, were sacri- 
ficed to his desire to retrieve the check suffered by the 
subsidiary advance on Stalingrad, the original object of 
which had merely been to secure flank cover for the 
avenue of advance into the Caucasus. Worse still, Hitler's 
eyes became as narrowly focused on Stalingrad as they 
had been on Moscow the previous year. The very name 
of the city was a challenge to him. Once again, by the 
directness of his aim he helped the Russians to concentrate 
their reserves to frustrate him. 

As soon as it became clear that the effort was losing 


The Other Side of the Hill 

momentum., Haider argued that it should be broken off. 
Hitler had grown increasingly impatient of his objections, 
and this time his unwelcome advice led to his dismissal, 
at the end of September. 


Haider was replaced by Kurt Zeitzler, who had recently 
been Chief of Staff in the West. The fact that he had 
thus been out of touch with the situation in the East 
added to his handicap in taking over at such a critical 
moment — and lessened his chance of disputing Hitler's 
view of it. 

Zeitzler, a much younger man, had been only a colonel 
commanding an infantry regiment before the war, but 
subsequently became chief of staff to Kleist's panzer army. 
It was he who found a way to solve the problem of supply- 
ing armoured forces during long-range advances and rapid 
switches. Able and energetic, he was predominantly the 
"man of action 55 type that appealed to the Nazi leaders, 
in contrast to the "man of reflection 55 represented m 
Haider, who was a mathematician and botanist as well as 
a military writer of distinction. 

Less of a strategist than his predecessor, Zeitzler was 
an outstandingly resourceful organizer of strategic moves, 
with an exceptional grasp of what could be done with 
mechanized forces. His brilliant staffwork in organizing 
and maintaining the panzer drive through the Ardennes 
and on through France, in 1940, had been excelled in the 
complex series of manoeuvres called for in 1941 — when 
Kleist's panzer forces had first swerved down through the 
Ukraine towards the Black Sea, to block Budenny's retreat 
across the Bug and the Dnieper; then turned about and 
dashed north to meet Guderian and complete the vast 
encirclement round Kiev; then been switched south again, 
onto the rear of the fresh Russian forces that were attacking 
the German bridgehead over the Dnieper at Dnepro- 
petrovsk; and, after producing a Russian collapse here, bad 

Soldiers in the Shadow 

6 5 

driven down through the Bonetz Basin to cut off the 
Russian forces near the Sea of Azov. As Kleist emphasized 
to me, in paying unstinted tribute to his chief of staff, the 
biggest problem in "throwing armies about in this way" 
was that of maintaining supplies. 

Zeitzler's performance attracted Hitler's attention, and 
early in 1942 he summoned him for an interview. Hitler's 
impression was deepened by what Zeitzler told him of the 
emergency measures that had been improvised, in the 
1st Panzer Army, to help the troops through the rigours 
of the winter It impressed Hitler all the more because 
he had a deep conviction that German professional soldiers 
were too imbued with sealed-pattern methods, and could 
not improvise Soon afterwards, Zeitzler was sent to be 
Chief of Staff in the West, and reorganize the defences 
there. In September, after the repulse of the Dieppe 
landing, he was called back to the East, and told by 
Hitler that he was to become Chief of the General Staff. 
It was a dazzling jump for a young major-general. 

Hitler's preference for younger men who understood 
mechanized warfare, coupled with Zeitzler's practical 
record in that field, might suffice to explain his selection — 
but it was not the complete explanation. In placing such 
a junior general at the head of O K.H., Hitler hoped he 
would be so grateful to his patron as to sink his professional 
loyalty and become Hitler's henchman as Keitel and Jodl 
had done In ridding himself of Haider, Hitler counted 
on relief from the constant objections he had endured 
from that "turbulent priest" of the established military 

Momentarily, Zeitzler was dazzled. Thus he acquiesced 
in the continuance of the assault on Stalingrad, as well 
as the advance in the Caucasus, until the bulk of the German 
reserves had been committed too far to be extricated — in 
so far as they had not already been consumed in vain 

But his doubts soon began to grow, and he questioned 


The Other Side of the Hill 

the wisdom of Hitler's intention to hold on to an advanced 
position at Stalingrad during the winter. When the 
Russian counter-offensive began, he wanted to withdraw 
Paulus's army immediately, but Hitler angrily refused. 
After that, friction was frequent, for even wiien Paulus's 
army was encircled Hitler would not agree that it should 
be ordered to abandon its position and fight its way out 
to the west. Zeitzler was driven to tender his resignation, 
but Hitler brushed that aside. 

After the army at Stalingrad had been forced to 
surrender, Zeitzler managed to induce Hitler to sanction 
withdrawals from two dangerous salients in the north, 
facing Moscow and Leningrad respectively. This eased 
the strain and helped to maintain that front intact in face 
of subsequent assaults, besides releasing reserves for else- 
where. But Hitler was galled by having to make such an 
unconcealable step-back from Russia's two greatest cities, 
and he would not consider any general strategic withdrawal 
Zeitzler did not lack courage in standing up to Hitler, but 
he had to fight his battles alone, for Keitel and Jodl always 
backed Hitler. He was the more handicaped in combating 
their influence because their offices were at Hitler's head- 
quarters, while his was some distance away. But the 
separation was more than a matter of mileage, for as 
time went on and his protests multiplied, Hitler's 
manner became distant when they met at the daily 

All this tended to augment the influence of General 
Jodl, the chief of Hitler's personal staff, and thus of Hitler's 
own control over operations. For Jodl, who kept his 
place throughout the war, would never have lasted so long 
if he had not been adept in "keeping his place 5 ' within the 
limits assigned to him. He was a first-rate clerk. Zeitzler, 
by contrast, was impulsive and far from subservient — he 
frequently lost his temper in arguing with Hitler. But the 
latter seems to have been reluctant to part with a man 
who was such a master of mechanized logistics, with a 

Soldiers in the Shadow 

6 7 

practical capacity to solve movement problems that neither 
Keitel nor Jodl possessed 

The end came early in July, 1944, soon after the 
collapse of the armies on the Upper Dnieper. Zeitzler 
went to see Hitler privately and urged him to sanction 
the withdrawal of the Northern Army Group, in the Baltic 
States, before it was encircled. Hitler refused, and then 
both men flared up. Having had his resignation rejected 
several times, Zeitzler went sick as the only way out of a 
responsibility he was unwilling to share any longer. Hitler 
took his revenge by depriving Zeitzler of various privileges 
of his rank, and then by giving the humiliating order that 
he was to be discharged from the Army without the normal 
right to wear uniform. 


To fill Zeitzler's place Hitler called on an earlier and 
older tank expert — Guderian. That appointment shocked 
many of the members of the General Staff, who regarded 
Guderian as a one-sided enthusiast for his speciality and 
a "bull" on the battlefield, lacking the strategical sense 
and balanced view required in a Chief of the General 
Staff. The choice demonstrated Hitler's instinctive pre- 
ference for revolutionary ideas, and bis appreciation of what 
he had owed to Guderian's past activities. 1 It appeared to 
set the crown on the career of the man who had been the 
pioneer in creating Germany's panzer forces, and then 
the spearman of Germany's run of victories. But, in reality, 
it proved more in the nature of window-dressing. 

For Hitler had long since taken the direction of the 
war completely into his own hands, and regarded O.K.H. 
as little more than a means of transmitting his orders to, 
and handling the executive details of, the Eastern Front. 
Even if Guderian had been fitted by temperament and 
experience to be Chief of the General Staff he would not 
have been allowed to play the part. As things were, he 

1 These are related in Chapter IX, "The Rise of Armour." 


The Other Side of the Hill 

was doubly checked — by an atmosphere of professional 
mistrust around him, and by Hitler on top of him. 

His subordinates on the General Staff patronizingly, 
and rather resentfully, spoke of him as "a fighting soldier, 
not a War- Academy soldier 55 . They were suspicious of any 
sign of his unfamiliarity with their technique With 
Hitler 5 s backing he might have overcome such resistance, 
but he soon found himself clashing with Hitler as well. 
It w T as difficult enough that his entry into office came when 
Germany's strength was ebhmg, but more difficult still 
that it came just after the plot of July 20th. Hitler was 
now in such a mood of distrust that he was apt to take 
any contrary opinion as a symptom of treason. Some of 
the younger soldiers knew how to disarm his suspicions, 
and could argue with him up to a point, but Guderian 
lacked the knack, 

Guderian himself had aged, and much of his original 
vitality had been used up. He had partially burnt himself 
out in fighting continued battles against disbelievers and* 
doubters. In the process, determination had tended to 
degenerate into obstinacy; and fiery energy, into irascibility 
— as often happens to men of his kind The cramping 
circumstances of his belated opportunity aggravated these 

Nevertheless, this apostle of the new offensive gospel 
seems to have shown more insight than his master into the 
defensive requirements of the situation. Early in 1944, 
when he was still Inspector-General of the Panzer Forces, 
he had urged Hitler to carry out a strategic withdrawal 
in the East, and for that purpose prepare a strong rear- 
ward defensive line along the 1940 frontier. When he 
became Chief of the General Staff, the front north of the 
Pripet Marshes had just previously collapsed, but the 
Russian flood was eventually checked on a line not far 
behind what he had proposed. Some twenty divisions, how- 
ever, had been lost or had sacrificed their equipment in 
the hasty retreat that followed the collapse, and the breach 

Soldiers in the Shadow 69 

was only filled by rushing back panzer divisions £ro*n 
Rumania. The weakened front in that quarter soon 
collapsed, and the collapse was deepened by Rumania's 
quick change of side. This opened the way for the Russians 
to push up through the Carpathians into Central Europe 
in a wide flank march. 

Guderian's autumn efforts to consolidate the new line 
covering East Prussia and Central Poland were hampered, 
not only by the drain of reserves to bolster up the Hungarian 
forces, but by Hitler's desire to attempt another offensive 
in the West All possible reserves were collected for this 
drearn-plan of "dunkirlring" the British again by another 
flank thrust through the Ardennes. Yet even at this late 
stage, Hitler would not listen to arguments for with- 
drawing from the Baltic Stages, the Balkans and Italy 
in order to provide reserves for the mam front in the 

When the Ardennes stroke had ended in failure, Hitler 
still resisted Guderian's arguments. He allowed only a 
paltry reinforcement to be sent eastward, although Guderian 
v^/arned him that a fresh Russian offensive was imminent 
there, and that the German front was not strong enough 
to hold out. Worse still, that small addition was more 
than cancelled out by Hitler's order that three of the best 
armoured divisions in Poland were to be sent southward 
in a vain offensive attempt to break the Russians 5 encircling 
grip on Budapest. 

When the Russian offensive was launched on January 
1 2 th, Guderian had a mobile reserve of only twelve divisions 
for a front of nearly 800 miles. Moreover, three days 
earlier, Hitler had refused his appeal for permission to 
forestall the Russians by withdrawing from the threatened 
salients As a result the front in Poland collapsed quickly, 
and the Russians 5 onrush could not be stemmed until 
they had penetrated deep into Germany and reached the 
Odor. Here there w r as a momentary chance for a riposte, 
as they had outrun their supplies and their flanks were 


The Other Side of the Hill 

exposed. Hitler had now agreed to release the 6th Panzer 
Army from the West, but instead of allowing it to be used 
for this counterstroke he sent it to Hungary for another 
vain bid to relieve Budapest, He was living in a world 
of dreams, remote from reality. 

Reduced to desperation, Guderian now tackled some 
of the other leading Nazis about the urgency of seeking 
peace. His activities soon came to Hitler's ears, and he 
was dismissed from his post, in March, barely a month 
before the final collapse, 


The ablest of all the German generals was probably 
Field-Marshal Erich von Manstein. That was the verdict 
of most of those with whom I discussed the war, from 
Rundstedt downwards. He had a superb strategic sense, 
combined with a greater understanding of mechanized 
weapons than any of the generals who did not belong to 
the tank school itself. Yet in contrast to some of the 
single-track enthusiasts he did not lose sight of the impor- 
tance of improving alternative weapons, and defence. 
He was responsible, shortly before the war, for developing 
the armoured assault-gun, which proved invaluable later. 

A Lewinski by birth, he had been adopted by the 
Manstein family as a boy. He got an infantry commission 
shortly before the 19 14 war, and, although too young to 
qualify for the Staff College, he made his mark on the 
staff of General von Lossberg, who in 191 7 produced the 
new system of defence in depth. By 1935 Manstein had 
become head of the operations section of the General Staff, 
and next year was made Deputy Chief under Beck. But 
in February, 1938, when Fritsch was ousted, Manstein 
was also removed from O.K.H. — as another move in 
eliminating opposition to O.K.W. and Nazi designs. He 
was sent to command a division in Silesia. However, on 
the eve of war in 1939 he was appointed Chief of Staff 
to Rundstedt's Army Group, which played the decisive 

Soldiers in the Shadow 


role in the Polish campaign. After that he accompanied 
Rundstedt to the West, 

Here he was the source of the brain-wave that produced 
the defeat of France — the idea of the tank-thrust through 
the Ardennes. But his arguments only prevailed after he 
had paid personal forfeit. For the top military circles 
felt that he was too pushing, and at the end of January, he 
was pushed out of the way by sending him to command an 
infantry corps, the 38th — his request for a panzer corps 
being rejected on the ground that he lacked experience. 
After his removal he was summoned to see Hitler and 
seized the chance to explain his idea. Hitler agreed with 
it; a week later O.K.H. issued the revised plan. 

In the first stage of the campaign, Manstein had no 
chance to show what he could do as a commander of 
troops, for his corps was merely among the backers-up 
of the panzer drive. But in the second stage, the attack 
on the new French defence line along the Somme, his 
corps was instrumental in achieving the first break-through, 
east of Amiens. Rommel's tanks exploited the opening, 
but Manstein raced them in the pursuit, handling his 
infantry like mobile troops. His corps was the first to 
reach and cross the Seine, on June 10th — marching over 
forty miles that day. Then, by rapid strides, he pushed 
on to the Loire. After that, when it came to a question 
of invading England, he was allotted the formidable task 
of making the initial landing across the Straits of Dover, 
near Folkestone. But that plan was stillborn. 

Before the invasion of Russia he was given command 
of a new panzer corps — the 56th, in East Prussia. He 
broke through the Russian front here, and raced on so 
fast that he reached the Dvina (nearly 200 miles distant) 
within four days — capturing the main bridges. But he 
was not allowed to pursue his drive towards Leningrad, 
as he wished, and had to wait for a week while the other 
panzer corps and the 16th Army came up. He then 
drove as far again to reach Lake Ilmen, by July 15th, 


The Other Side of the Hill 

but was there checked by Russian reserves that had now- 
had time to gather. In September he was promoted to 
command the nth Army, in the far south, and there 
opened the gateway to tbe Crimea, by breaking through 
the narrow and fortified Perekop Isthmus — a feat which 
proved his mastery of the technique of siege warfare. 

When the invasion of Russia became stuck in the mud 
and snow before Moscow that winter, and Hitler sought a 
scapegoat in sacking Brauchitsch, many of the younger 
generals in the German Army hoped that Manstein would 
be chosen to succeed him as Commander-in-Chief, But 
Hitler wanted to assume the post himself. He thought of 
making Manstein Chief of the General Staff, but felt he 
might prove even more difficult than Haider. 

In the summer of 1 942, Manstein was responsible for the 
attack on the famous fortress of Sevastopol, which preceded 
the main offensive. His success in that task deprived the 
Russians of their chief naval base in the Black Sea, After 
that, he was chosen to command the attack on Leningrad, 
with forces transferred for the purpose from one extreme 
flank to the other. It looked as though his scope was to 
be continually limited by the skill he had shown in this 
specialized role of siege tactics. 

Manstein's mission went unfulfilled, however, for by 
the time the forces were being moved to Leningrad, a 
call came for them to go to Stalingrad, where Hitler's 
advance had become stuck. Soon that impasse developed 
into a crisis, and the army there was surrounded. In the 
emergency Manstein was given an improvised force, called 
Army Group "Don", and sent to the rescue. 

It was too late and the effort failed — after some of the 
most breathless cut-and-thrust in the war In the subse- 
quent retreat he rallied the cracking line and prevented 
the Russians crossing the Dnieper. A dazzling counter- 
stroke threw them back a long way and recaptured 
Kharkov, in March, 1943. Manstein now commanded 
Army Group "South 55 . That summer, in combination 

Soldiers in the Shadow 73 

with Kluge (Army Group " Centre' '), he delivered 
Germany's last offensive in the East. 

He had proposed alternative courses. One was to 
strike early in May before the Russians were ready, and 
dislocate their preparations by a pincer-stroke agamst the 
Kursk salient. The other — which he thought better — 
was to wait for the Russians 9 offensive, recoil before it, 
and then launch a flank stroke from the Kiev area to roll 
up their line. Hitler rejected the latter, fearing to run 
the risks involved in such a daring strategic gambit. But 
after choosing the former he postponed the attack— just 
as it was about to be launched — with the idea that by 
waiting until his own strength had increased he would 
re-insure his chances. In the end he waited until July 
before striking — and the Russians profited more by the 
delay. Although the southern pincer ( Manstein' s) pene- 
trated fairly deep, the northern one was blunted by the 
combined tenacity and elasticity of the Russian defence, 
and then broken by a counter-stroke. This developed 
into a general counter-offensive, which the Germans no 
longer had the strength to resist. 

Manstein showed great skill, against heavy odds, in 
conducting the step-by-step retreat to the Polish frontier. 
But Hitler would not listen to his arguments for shaking 
off the Russian pressure by a long step-back. The vigour 
with which he argued became an increasing annoyance to 
Hitler, who finally shelved him in March, 1944 — saying 
that stubborn resistance yard by yard was more needed 
than skill in manoeuvre. An underlying factor in the change 
was Hitler's and Himmler's political distrust of Manstein. 
That ended the military career of the Allies' most for- 
midable military opponent — a man who combined modern 
ideas of mobility with a classical sense of manoeuvre, a 
mastery of technical detail, and great driving power. 

Dwelling regretfully on Manstein's disappearance from 
the field, Blumentritt said to me: "He was not only the 
most brilliant strategist of all our generals, but he had a 


The Othei Side of the Hill 

good political sense. A man of that quality was too difficult 
for Hitler to swallow for long. At conferences Manstein 
often differed from Hitler, in front of others, and would 
go so far as to declare that some of the ideas which Hitler 
put forward were nonsense 5 '. 


Hitler had lost his other best-known commander in the 
East a few months earlier, when Kluge was injured in an 
air crash. But in the summer of 1 944, when he was fit again, 
Hitler found fresh room for him — in the West, He was 
sent to supersede Rundstedt as Commander-in-Chief 

Field- Marshal Guenther von Kluge was the only sur- 
vivor of the original army commanders with whom Hitler 
embarked on war in 1939. In the Polish campaign, the 
French campaign, and the 1941 campaign in Russia he 
commanded the Fourth Army. In the first and the third 
he had been in Bock's Army Group, and had been entrusted 
with the offensive against Moscow, even though he did not 
share the optimism of Hitler and Bock. While he was a 
strong personality, it was testimony to his forbearing temper- 
ament that he endured Bock so long — for Bock was a very 
difficult man to serve. In the same way Kluge had sufficient 
moral courage to express his views frankly to Hitler, yet 
he also refrained from pressing his views to the point of 
being troublesome. After Bock was put on the shelf 
early in 1942, Kluge succeeded him in command of the 
Central Army Group. There he created a well-woven 
defence that withstood successive Russian assaults during 
the next two years. 

His defensive successes, together with his temperament 
and loyalty, naturally recommended him to Hitler when 
Rundstedt and Rommel failed to give satisfaction by 
achieving the impossible — and caused Hitler further 
annoyance by pointing out the inevitable. By the time 
Kluge took over, the Allies had poured such a volume of 

Soldiers in the Shadow 


force into their enlarged Normandy bridgehead that the 
sheer weight of it was soon bound to burst the too extensive 
dam with which the Germans were trying to contain it. 
Three weeks later it collapsed at the western end under 
the fresh impact of Patton's American Third Army. But 
Hitler still forbade any withdrawal. 

Kluge was too obedient to disregard such definite 
instructions. One effect was seen in the attempted counter- 
stroke on August 6th against the bottleneck at Avranches 
through which Patton's forces had poured out. Shrewdly 
aimed, this stroke could have been deadly if the panzer 
divisions there employed had been strong in tanks; but 
in their diminished state its chances were desperately 
small, even before it was broken up by concentrated air 
attack. Worse still, the German forces were not permitted 
to break away from the clinch when this forlorn hope 
miscarried. Although retreat was now inevitable, every 
withdrawal was fatally late and short. In consequence, 
the battle ended in a general collapse of the German armies 
in France. When this developed, Hitler sacked Kluge 
and appointed Field- Marshal Model to replace him. 

Kluge took his dismissal with apparent calm, spent a 
day and a half explaining the situation to his successor, 
then quietly set off for home and swallowed a capsule of 
poison on the way. That action was due, not to his 
chagrin at the ending of his career, but to his anticipation 
that he would be arrested on arriving home. For he had 
been in close contact, and sympathy, as early as 1942 
with the conspiracy that culminated on July 20th, 1944, 
in the attempt to overthrow Hitler. Characteristically, he 
had refrained from committing himself, but he knew that 
his name had been found in the documents when the plot 
was investigated after the attempt had failed. 


Walter Model was fifty-four, a decade younger than 
most of the German higher commanders — whose average 


The Other Side of the Hill 

age had remained much higher than in the opposing armies. 
Nor did he come from the same social level. In this as 
in other respects he had many similarities to Rommel 
though he had profited by a more thorough professional 
grounding. When the big expansion of the army began, 
with the Hitler regime, Model worked under Brauchitsch 
in the training department of the War Ministry, and there 
established close touch with the Nazi leaders. He made a 
strong impression on Goebbels, who introduced him to 
Hitler. Later he was put in charge of the inventions 
department. His technical knowledge was scanty, but he 
made up for it by imagination and energy, so that, although 
his enthusiasm was apt to mislead him as to the practica- 
bility of various ideas, he did a lot towards developing new 
forms of equipment. 

After being chief of staff of the 4th Corps in the Polish 
campaign, and then of the 16th Army in the French 
campaign, he was given command of the 3rd Panzer 
Division. In the invasion of Russia he distinguished him- 
self by his thrusting power, and led the way in the race 
to the Dnieper. His extreme energy won quick promotion 
— first to a panzer corps and then, m the winter, to 
command of an army, the 9th. He showed much ability 
here in a defensive role under difficult conditions. 

In 1943 he was cast for a leading role in the summer 
offensive — as the northern arm of the pincer-stroke against 
the Kursk salient. Here he lost the best chance by per- 
suading Hitler — contrary to the opinion of Kluge and 
Manstein — to postpone the stroke so as to accumulate 
more tanks and strengthen the punch. The delay gave 
the Russians time to prepare, and Model's eventual 
attack failed, at heavy cost, to break through their well- 
knit elastic defence. But he did well m checking the 
dangerous Russian offensive that followed, and in October 
was promoted to command Army Group "North 53 . In 
April, 1944, he was transferred to Army Group "South", 
in place of Manstein, and parried the Russian thrust 

Soldiers m the Shadow 77 

towards the Carpathian passes In June the Russians' 
summer offensive was launched against Army Group 
"Centre 55 , which collapsed. Model was sent to take it 
over. Just as he had checked the Russians on the Vistula, 
he was despatched to deal with the crisis in the West. 

After the failure of the July 20th attempt on Hitler's 
life, Model had given a lead in reproclaiming his faith in 
the Fuhrer, and had sent the first telegram of loyalty 
received from the Eastern front. That assurance reinforced 
Hitler's confidence in his military gifts. But Model was 
also one of the few who ventured to disregard Hitler's 
instructions and act on his own judgment. 

In talking to a number of generals who had served 
under him, I found that all paid tribute to his power of 
command while emphasizing that he was difficult both 
as a superior and subordinate. ManteufFel said of him: 
"Model was a very good tactician, and better in defence 
than in attack He had a knack of gauging what troops 
could do, and what they could not do. His manner was 
rough, and his methods were not always acceptable in the 
higher quarters of the German Army, but they were both 
to Hitler's liking. Model stood up to Hitler m a way 
that hardly anyone else dared, and even refused to carry 
out orders with which he did not agree." 

in the West it was mainly owing to his efforts and his 
extraordinary capacity for scraping up reserves, from an 
almost bare cupboard, that the shattered German forces 
succeeded in achieving their astonishing rally on the 
German frontier and frustrating the Allies' expectation of 
complete victory in the autumn of 1944. He also played 
the principal executive part in checldng the Allies' later 
offensives and in the Germans' Ardennes counter-offensive 
of December — although the supreme direction of these 
final operations in the "Battle for Germany" was in the 
hands of Rundstedt. For Hitler had called back the 
"Old Guard" at the moment when Germany seemed 
about to fall. 



The wheel had come full circle. In the frantic effort to 
restore the army's confidence Hitler was driven to put 
back in the chief military place the man who, above all 
others, represented the old Germany and the military 
tradition — with its devotion to duty, political conservatism, 
professional exclusiveness, and contempt for amateurs in 
strategy as represented by Hitler. Moreover, Gerd von 
Rundstedt was a gentleman to the core. His natural 
dignity and good manners inspired the respect even of 
those who differed widely from him in views. To such an 
essential aristocrat the democracy of the Weimar Republic 
had been unpalatable, but he had found the manners of 
Nazism far more distasteful. 

Now close on his seventieth year, he was almost the same 
age as Hindenburg had been on attaining supreme com- 
mand in the last war. Age and achievement had similarly 
combined to make him a national idol on something 
approaching the same scale. But he was a far abler soldier 
than Hindenburg — abler even than the combination of 
Hindenburg and Ludendorff— while his achievements were 
intrinsically finer. That was symbolized in the contrast that 
his face and figure presented to theirs. As forceful as they 
had been, in a more refined way, he was lean, ascetic, and 
thoughtful in appearance — though his thought was con- 
fined to his profession. In his devotion to the army, and 
to Germany, an overriding sense of duty had led him to 
swallow much that he would have liked to spit out. Here 
was the root of an inner conflict which revealed itself in 
the career and in the countenance of this military priest. 
He despised politics, but they kept on intruding into his 


" The Old Guard"— Rundstedt 


By 1932, after successive promotions, he became Chief 
of the First Army Group Command, covering Berlin. 
Almost at once he unwittingly acquired a political smell, 
for it fell to him to carry out the orders of the new Chan- 
cellor, Papen, to evict the Social Democratic Ministers of 
Prussia when they refused to quit office. Then Papen 
overreached himself and was succeeded as Chancellor by 
General von Schleicher. But Schleicher could not gain 
sufficient political support to maintain his position, and 
thus the way was opened for Hitler to become Chancellor 
and abolish all parties other than the Nazi. Rundstedt 
did not like the way things had turned out, and he definitely 
disliked both the social aims and the manners of the Nazi 
leaders. But he found satisfaction in the vehement cam- 
paign of the Nazis for military expansion, and was even 
better content when the purge of June 30th, 1 934, curbed 
the power of the storm-troopers. It seemed a healthy sign 
to his simple soldierly mind that so many military pre- 
tenders were wiped off the slate and the professional army 
freed from the menace of such "brown dirt 55 , as he 
described them. 

He was now able to devote his attention mainly to the 
development of the army. In the military sphere he was 
mainly concerned to revive the power of the infantry, and 
their confidence in themselves, by modernizing their 
equipment as well as their training. For while he was 
receptive to the new ideas of mechanized warfare, and 
followed with keen interest the British theories and experi- 
ments, he was not one of those who fervently embraced 
them. Rather, he was one of the more progressive leaders 
of the school that regarded tanks as useful servants, not 
as the future masters, of the battlefield. 

He believed that there was more value in motorization 
and multiplied fire-power to improve the capacity of the 
existing arms than in producing completely mechanized 
forces. Besides his practical steps to overcome the 
"machine-gun paralysis 35 that the infantry had suffered in 


The Other Side of the Hill 

the last war, he initiated a propaganda campaign to cure 
their inferiority complex. But he was too nearly a scientific 
soldier to go so far as the British generals who in 1934 
contrived that the big exercise of the season should show 
that an infantry division could paralyze an armoured 
division — and thereby helped to postpone the formation 
of Britain's first armoured division for three years more. 
Rundstedt favoured the creation of armoured divisions in 
the German Army, provided that the proportion was not 
unduly high and did not hinder the re-equipment of the 
infantry mass. In sum, the extent of his vision and thai 
of his school accounts for the superiority which the German 
Army enjoyed against France in 1940, while the limitations 
of their vision explain why it fell short of the technical 
superiority that was needed for victory over Russia in 1941. 

At the start of 1938 his concentration was disturbed by 
another political shock, when Himmler's machinations 
provided Hitler with an excuse to turn out Fritsch, the 
head of the army, at the same time as Blombcrg, the head 
of the whole armed forces, and himself assume the 
supreme command. Rundstedt protested to Hitler against 
Fritsch's treatment, but, although Fritsch was acquitted 
of the moral charge framed against him, such acquittal 
did not alter the fact that his post had already been filled. 
A few months later Rundstedt endorsed the warning 
memorandum drafted by Beck, the Chief of the General 
Staff, in an attempt to put a brake on Hitler's war-risking 
policy — but that protest merely led to Beck's removal 
In the autumn, after the occupation of the Sudetenland, 
Rundstedt asked and obtained permission to retire, on the 
plea of age. 

In August, 1939, he was called back to take command 
of an army group on the Polish front. His obedience to 
that summons may seem hard to explain, since he had 
long insisted that a primary principle of German policy 
must be to avoid another war with England. It was a 
questionable conception of patriotism which required him 

" The Old Guard"— Rundstedt 8 1 

to take a leading part in the kind of war which he had 
predicted as likely to prove fatal to Germany in the end. 
To account for it, we need to understand the extremely 
strait rule of soldierly duty and obedience in which he had 
been brought up* Beyond that may have been the psycho- 
logical factor that any ardent soldier finds it hard to 
resist a professional opportunity. 

That opportunity he certainly fulfilled, for it was the 
army group he commanded which brilliantly carried out 
the decisive moves in the conquest, first of Poland, and 
then of France. Yet there were signs that the glory and 
the pleasure were spoilt for Mm by an underlying dis- 
quietude. In the Russian campaign of 1941 he again 
proved the outstanding figure, by his direction of the 
sweeping operations that overturned the Russian armies 
m the south and gave Germany possession of the mineral 
and agricultural riches of the Ukraine. But this time even 
the victories fell short of being a complete success, and in 
that falling short presaged ultimate disaster. Rundstedt 
was quick to see confirmation of the apprehensions which 
had impelled him, beforehand, to offer Hitler unwelcome 
advice against attacking Russia. When the question of 
continuing the advance on Moscow was discussed in the 
autumn, Rundstedt argued in favour not merely of a halt 
but of a withdrawal to the original starting-line. That 
advice was still more unwelcome to the Fuhrer. At the 
same time Rundstedt was growing more and more impatient 
of "Corporal 55 Hitler's interference in operational details. 
Eventually, at the end of November, Rundstedt replied to 
one of Hitler's orders by telegraphing back that, if the 
Fuhrer did not trust him to carry out the operation as he 
judged best, the Fuhrer should find someone else to take 
command. The offer of resignation was accepted by 
Hitler with equal alacrity; Rundstedt 5 s doubts and 
protests had been getting on his nerves, which were 
already strained by the way that victory was eluding 
his grasp. 


The Other Side of the Hill 

But Rundstedt was not left long on the shelf. Early in 
1942 Hitler asked him to take charge in the West, and 
overcame his hesitation by emphasizing the note of national 
duty. The entry of the United States into the war created 
the possibility that American armies might eventually 
jump off from Britain to invade the Continent, and 
Rundstedt was very conscious of that risk. He spent the 
next two years in preparation for the danger he feared, as 
well as in wrestling with the civil problems arising out of 
the German occupation of France and the Low Countries. 
In June, 1944, the danger matured. That part of the story 
has already been outlined. 

Rundstedt was in retirement on the fatal July 20th, so 
that he had no chance of giving the army a lead against 
the Nazi regime when the first telegraphic message of the 
conspirators — saying that Hitler had been killed — reached 
the higher headquarters in the East and the West. It is 
thus impossible to say whether he would have acted dif- 
ferently from most of the other high commanders — who, 
whatever their intentions, became paralyzed as soon as 
second reports indicated that Hitler was still alive. 
Rundstedt was not associated with the plot, and that is 

While many soldiers, knowing his repugnance to 
Nazism, had been looking to him to give them a lead 
against Hitler, those who knew him best do not seem to 
have had any such idea. In the first place, he was regarded 
as a man so straightforward, so strict in his conception of 
the soldierly code of honour, as to be unsuitable to parti- 
cipate in a conspiracy which required subtlety. Secondly, 
because of the symbolical value of his reputation, they 
wanted to keep it clear of the inevitable taint that any plot 
carries, even though its object may be good. Beyond that 
he was more closely watched than others, because of his 
eminence, by the network of Nazi spies in which all the 
generals were enveloped. 

At the same time a number of the generals had hoped 

"The Old Gum d" —Rundstedt 83 

that Rundstedt would bring about an armistice with the 
British and Americans, or at least allow them an unopposed 
entry into Germany, in order to check the Russians. That 
hope was quenched by his removal early in July, though 
it revived with his recall in September. In the meantime 
Kluge had contemplated a similar step on July 20th, but 
had hesitated to attempt it. The reasons for his hesita- 
tion were, first, that it would be a breach of the oath of 
loyalty to Hitler; second, that the German people had 
been kept so much in the dark that they would not support 
such an action; third, that the soldiers on the East front 
would reproach the West front for betraying them; fourth, 
the fear of going down to history as a traitor to his country. 
It was natural that such restraining considerations should 
have even more influence on a man like Rundstedt when 
he was summoned back in the September crisis — apart 
from the practical difficulties of taking such a step when 
under close surveillance. As a result of that psychological 
conflict between his judgment and his sense of duty, as 
well as Hitler's continued interference at every turn, he 
was virtually in a state of impotence during the autumn 
months when the Allies imagined him to be conducting 
the German defence in the West. 

His connection with the so-called "Rundstedt offensive" 
of December in the Ardennes was hardly more than that 
of a distant and doubting observer. The project was 
purely Hitler's in respect of aim, timing, and place — 
though improved by the technical suggestions of Man- 
teuffel, commanding the Fifth Panzer Army. The 
execution was in the hands of Model and his two principal 
subordinates, Manteuffel and Sepp Dietrich, commander of 
the Sixth Panzer Army. 

Late in October Hitler sent his plan to Rundstedt. 
It had the same basic pattern as the 1940 masterpiece. 
It was designed to profit by the way that the Allies had 
committed their strength to the push through the Belgian 
plain towards Aachen and Cologne, and were unlikely to 


The Othei Side of the Hill 

expect a German counter-offensive at this time, particu- 
larly in the Ardennes — a psychological calculation that 
again proved correct. The main effort was to be a double- 
pronged thrust by the Fifth and Sixth Panzer Armies, 
with the aim of breaking through the weak American 
front in the Ardennes, then wheeling north to cross the 
Meuse and converge on Antwerp The Sixth Panzer 
Army was to move on the inner arc of the wheel, past Liege, 
and the Fifth Panzer on the outer arc, past Namur. The 
Fifteenth Army was to help the Sixth Panzer Army by a 
flank thrust noith of Liege, while the Seventh Army was 
to provide flank cover for the Fifth Panzer Army as it 
wheeled north. 

By this scythe-like sweep Hitler hoped to cut off 
Montgomery's Twenty-first Army Group from its bases 
and from its American allies, driving it to a Dutch "Dun- 
kirk 55 even if he could not annihilate it. Britain was now 
out of reach, but her armies were not — and they were the 
chosen target of his final fling But Hitler's executive 
commanders all regarded the aim as far too ambitious for 
the resources 

Realizing that a direct protest was hopeless, Rundsledt, 
Model, and Manteuffcl agreed in proposing a more 
modest alternative plan — to pinch off the American salient 
east of the Meuse, around Aachen. But Hitler rejected 
any such limitation of aim, though ManteufFel peisuaded 
him to accept certain changes of timing and method — for 
Hitler was always more receptive to the arguments of the 
younger generals than to those of the older generals, and 
ready to listen to original ideas when he was deaf to 
counsels of caution. The changes increased the chances 
of initial surpiise, but they could not increase the ultimate 

The offensive was a gamble — at long odds. All the 
higher executants realized that Germany was playing her 
last trump, and that she had not the resources to provide 
more than a slender chance of success — unless the offensive 

" The Old Gum d"—Randstedt 85 

was accompanied by extraordinary lock or the Allied 
commanders were extraordinarily inept. That realization 
was not a good foundation for an offensive. In the event, 
the stroke threw the Allies off their balance sufficiently to 
put them in serious difficulties and undue danger. But in 
the diminished state of the German forces these could not 
afford anything like the normal proportion of checks and 
slips that occur in the run of any offensive. Manteuffel 
almost reached the Meuse, but Sepp Dietrich, who had a 
larger strength and a shorter distance to go, ran into 
trouble sooner; and when the reserves were switched to 
back up Manteuffel it was too late for any great results 
in the face of the Allies 5 prompt counter-measures. The 
offensive fell far short of its aims, and when it ended it had 
fatally impoverished Germany's reserves, leaving her no 
chance of long-continued defence. 





The story of Hitler's entry into power has been told from 
many angles, but not from that of the Reichswehr. Its 
chiefs have been charged with aiding and abetting his 
entry, but remarkably little evidence has been produced 
to support this accusation. 

It is obvious that the officers of the Reichswehr were 
beneficiaries, in their professional prospects, from the 
expansion of the forces that followed Hitler's advent. 
Moreover, Blomberg and other generals have admitted 
that they originally welcomed his regime because it released 
Germany and the Army from the shackles of the Versailles 
Treaty. That was a very natural attitude on the part of 
keen professional soldiers, though one that many of them 
lived to regret. Others, with more foresight, were appre- 
hensive from the start, for there was good reason to assume 
that the amateur or "displaced" soldiers who led the S.A. 
would not be content, once their Party was in power, to 
see military office remain a privileged preserve of the 
traditionally conservative Reichswehr. 

But evidence that a considerable number of officers 
were favourably disposed towards Hitler's rise is not 
equivalent to evidence that they were instrumental in 
aiding his arrival in power — and still less that the Army in 
its corporate sense was instrumental. For that would 
only have been practicable if those who were then in 
control of the Army were favourably disposed. On this 



The Other Side of the Hill 

score the cardinal facts seem to point the other way. 
The political head of the Army at this crucial period was 
General von Schleicher, who had been made Reichswehr 
Minister in Papen's Cabinet; under him on that side came 
Colonel von Bredow, the Chief of the Ministerial Staff 
(the Ministcramt, which was later developed mto the 
High Gommand of the Wehrmacht). The military head 
of the Army was General von Hammerstein {Chef der 
Heeresleitung) . 

Not long after Hitler came into power, Hammerstein 
was removed from the command of the Aimy. Then, in 
the bloody purge of June 30th, 1934, Schleicher and 
Bredow were murdered. Such treatment is presumptive 
evidence in support of what other soldiers say — that they 
had tried to prevent the Nazis* rise to power. 

General Rohricht, who was one of Schleicher's assistants 
at the time, gave me an account of this critical phase, as 
well as subsequent phases of the conflict between the 
generals and Hitler. While it runs counter to outside 
impressions it deserves consideration as the testimony of 
one of the few surviving witnesses who were on the inside 
of events during the decisive weeks. 

In his preliminary remarks Rohricht sketched the 
personalities of Schleicher and Hammerstein. This was 
the description of Schleicher — "He was not so much a 
soldier as an expert in home politics, though not tied to any 
party. He was very sympathetic towards, and popular 
with, the trade unions, while suspected by the Conserva- 
tives on account of his tendency to social reforms He 
was anything but a 'Junker*. A very skilful and astute 
political tactician, but without the personality of a states- 
man that was needed at this period." Speaking of 
Hammerstein, Rohricht said — "He was gifted and ex- 
tremely clever, politically level-headed, but a lazy soldier. 
He was strongly opposed to National Socialism, and 
followed Schleicher's political course." 

Rohricht's narrative follows: 

The Rise of Hitler 


The Sequence of Events 

In their struggle with the National Socialist Party the 
Papen-Schleicher Government dissolved the Reichstag and 
resigned — in October, 1932. The elections, in spite of an 
obvious loss of votes for the National Socialists, resulted 
in a Parliament without any clear basis of confidence and 
definite majority either for Papen or for the Opposition — 
which was split into Right and Left. At first the President 
intended to charge Papen anew with forming the Govern- 
ment. But there was high tension with all circles of revolu- 
tionary opposition. During the Berlin transport workers 5 
strike in November, 1932, co-operation between Com- 
munists and National Socialists was apparent. This had 
to be regarded as a critical symptom 

Based on this alarming situation, a conference and 
map exercise was held about the 20th November at the 
Ministeramt of the Reichswehr Ministry, in conjunction 
with the Ministry of the Interior, in order to examine the 
question whether the armed forces of the State would be 
sufficient to break a simultaneous revolutionary assault by 
the extremists of both the Right and the Left. This situation 
seemed likely to arise if a new Papen Government relied 
exclusively on the Conservative Right (Deutsch-Nationale) 3 
the Stahlhelm included. 

The conclusion reached at this conference was that a 
general transport workers 5 strike would paralyse the entire 
structure and organization of the State and of the armed 
forces. For the Reichswehr was only motorized to a slight 
extent, and its emergency-units for technical work 
(Technische Nothilfe) were not in an efficient state. In 
Schleicher's opinion we ought to avoid a situation where 
the troops had to fire on their own countrymen. He did 
not want to "sit on bayonets 95 . 

At this moment, very much against his will, Schleicher 
was driven to take over the office of Chancellor himself, 
with the idea that it would be for a limited time. Inasmuch 


The Other Side of the Hill 

as he was not — like Papen — regarded as a representative 
of conservative-reactionary circles, but as a neutral soldier, 
he was accepted as a lesser evil by the Centre Party and 
the Social democrats. The National Socialists also 
acquiesced — regarding this stop-gap arrangement as a 
possible stepping stone to their own coming into power. 
Thus his appointment at the end of November had a 
calming effect and provided a breathing space. 

Schleicher planned to break the onslaught of the 
National Socialists by splitting up their faction in the 
Reichstag, The moment seemed favourable, as the Party 
was badly disappointed by their electoral setback and 
worried with financial difficulties. Negotiations started 
with Strasser and about eighty other M.P.s. The opening 
of the Reichstag was delayed. 

The prospect looked better still when, at the beginning 
of December, a success was gained in the sphere of foreign 
affairs — the Disarmament Conference (presumably under 
the pressure of the stormy domestic development in 
Germany) conceding to Germany the right of military 
equality on principle. 

But from the start Schleicher met with violent opposi- 
tion from the Conservatives (Deutsch-Nationale) because 
his programme contained far-reaching social reforms. 
Thereupon Schleicher threatened to disclose nepotism in 
the use of the Eastern Relief funds (Osthilfc). The Presi- 
dent — who, on account of his age, was no longer capable 
of clear judgement — fell under the influence of his con- 
temporary conservative friends, who accused Schleicher of 
c 'Bolshevist 3 9 tendencies and spread the suspicion that he 
wanted to pervert the Army for his own political aims. 
At the same time Papen started an intrigue — negotiating 
with Hitler — by which he hoped to come back into power 
with the aid of the National Socialists, but in the end was 
cheated himself. 

The Hindenburg-Schleicher crisis reacted on 
Schleicher's attempt to split the National Socialist Party 

The Rise of Hitler 9 1 

— by wrecking the discussions, which had opened with 
good prospects. 

Schleicher's situation, therefore, soon appeared hope- 
less — no support by the President, no prospects of a 
majority in Parliament. On January 26th or 27th General 
von Hammerstein, the Chief of the Army Command . . . 
attempted once more for the last time to change the 
President's mind. He was sharply rebuffed. Schleicher's 
resignation on the 29th January was followed by Hitler's 
appointment as Chancellor on January 30th. 

With General von Schleicher the only Chancellor who 
arose from the Wehrmacht was overthrown. Schleicher 
was murdered at the first suitable moment (30th June, 
1934) by agents of the Nazi Party, together with Colonel 
von Bredow (apparently overrated as a politician) and 

By Hitler's appointment the Reichswehr lost their 
hitherto existing monopoly as the final and decisive instru- 
ment of the Government. Their 100,000 men were 
distributed in small units all over the Reich, whereas the 
Party dominated the entire apparatus of the State, all 
the means of transport, public communications and 
utilities, the opinion of the man in the street, and a 
large part of the working class. The Army had lost its 

In view of these events and facts I venture to suggest 
that it is historically false to charge the Wehrmacht with 
having assisted Hitler in his coming into power. The facts 
point to the contrary. 

In this connection I would like to examine the question, 
whether there was the possibility for the Reichswehrto 
rise in open rebellion. 

The circles around Schleicher and Hammerstein, 
during the critical days and after the Nazi Party came into 
power, considered the possibility of a coup d'itat by the 
Reichswehr but rejected the idea as hopeless. 


The Othe? Side of the Hill 

These were the reasons. Hitler had been appointed 
Chancellor by the President as leader of the strongest 
party according to the constitution — therefore at first in a 
wholly legal manner. A coup d*etat by the Reichswehr 
ordered by Generals von Schleicher and von Hammerstein 
— who were but little known by the rank and file — would 
have appeared to be not only against the new Hitler- 
Papen-Hugenberg Cabinet but also against the greatly 
respected person of their universally venerated Commander- 
in-Chief, the President. A political alliance with the 
Communists was impossible; with the other republican 
parties it was not prepared. The troops, bound by their 
oath to Hindenburg, would have declined to follow such 
an attempt. Besides, the disproportion of power was now 
still more unfavourable than in November. Finally, the 
unhappy consequences of a failure could not be overlooked. 

(JANUARY, I933— AUGUST, I934) 

The Reichswehr stood aside from the political events 
which changed Germany's features with sweeping revolu- 
tionary measures. It was like an island — not commanded 
by Hitler, but by Hindenburg, who, however, was very 
old. Hammerstein was replaced by Fritsch on Hinden- 
burg's order. 


Von Blomberg was appointed as War Minister 
("Reichskriegsminister") in January, 1933. Until then 
he had been German Representative with the Disarmament 
Conference at Geneva — and had had no previous relations 
with Hitler. He was a gifted soldier, a man of the world, 
widely educated and with many interests, but not a 
strong character, and was easily influenced. 

Von Reichenau was Chief of the Wehrmachtamt, until 
then the Ministeramt. He was a strong personality and 
full of initiative, a man of action and instinct rather them 

The Rise of Hitler 93 

of intellect. Ambitious, clever, highly educated, even a 
poet, he was nevertheless of a sturdy nature and a sports- 
man. Well acquainted with Hitler for some years, he 
felt himself bound to the person of Hitler, not to the 

Freiherr von Fritsch (Chef der Heeresleitung, later 
Commander-in-Chief of the Army) was an excellent and 
distinguished soldier, but his ideas were limited to the 
military sphere. He was a gentleman from top to toe, 
and also very religious. 

Blomberg and Reichenau had the task of assuiing the 
position due to the Army within the new State — which they 
had to accept as an established fact — and the task of 
helping to recover normal public life by eliminating the 
revolutionary elements of the Party. 

The revolutionary S.A., dominating the masses and the 
Party at that time, was opposed to the Army from the start. 
The S. A claimed to form the Army of the new State out 
of its own ranks. The Army prepared to fight for its 
position within the new State. Hitler, like every dictator, 
was forced to rid himself of his S.A. rebels — his Praetorian 
Guard — who had raised him to power. He sided with the 
Army and routed the S.A. (Roehm) on 30th June, 1934, 
without calling in any troops. 

The Reichswehr regarded that day as a success — not- 
withstanding serious excesses (the murder of Schleicher 
and others). However, it proved a Pyrrhic victory. 
From that day, with the founding of the WafFen-S.S., 
dated the rise of an enemy much more dangerous to the 


Following Hmdenburg's death, Hitler declared him- 
self Head of the State — which made him at the same 
time the titular Supreme Commander-in-Chief of the 

Re-armament, at first only aiming at equality with 


The Other Side of the Hill 

Germany's neighbours, began to absorb the entire atten- 
tion and strength of the troops. Every new stage of 
re-armament weakened the solid foundations of the hitherto 
unanimous professional army. The 4,000 professional 
officers had not only to form the nucleus for the officers 
of the gradually expanding army, but also for the Luftwaffe. 
To their numbers were added the newly-reinstated officers, 
who came from the most various professions and circles. 
These — especially the younger ones — brought along their 
political ideas. The features of the officer-corps were 
changing, and the Party began to gain ground within the 
Army. Soon, one could not count any longer on unity 
of mind. 

With the reintroduction of conscription the whole 
army lost its character as an instrument in domestic 
struggles. It was further weakened by the formation of 
the Luftwaffe — which was guided by National Socialist 
principles from the outset. For the Luftwaffe, not without 
purpose, embraced the Flak (A,A.) — a decision which 
deprived the Army of every means of anti-aircraft defence. 
The Army's scope of action for domestic struggle grew 
ever more hopeless. 

For all that, the leaders of the Army once more con- 
sidered the question of a rebellion against Hitler, when, 
with the fall of Blomberg, there arose a grave conflict over 
the person of Colonel-General von Fritsch in January and 
February, 1938. Hitler himself took over direct command 
of the Wehrmacht in place of Blomberg, and retained 
Keitel (Reichenau's successor), whose importance never 
exceeded that of a pliant head-clerk. 

The incredible injustice with which the distinguished 
General von Fiitsch was treated, exasperated the generals 
in positions of high command — no others were ever 
informed — to great heat. 1 This boiling pot was stirred, 
already, by a secret group of opposition (Goerdeler, 

1 Civilian opponents of Hitler, however, complain that the fault 
of the generals was that they simmered, but never came to the boil. 

The Rise of Hitler 95 

Schacht) which was inclined "to go all out 53 . For decisive 
action, however, the generals lacked unity in the sense of 
a solid acting corporation — which had not been attained 
since the days of Seeckt. They lacked the instrument of 
power — troops ready to go into action for such a purpose. 
They lacked political leadership — that was ready for 
action and ready to take over political power. Rebellion 
remained untried. On the other hand, Hitler from the 
outset used his "insertion 53 within the leaders of the 
Wehrmacht in order to split up the body of military 
leaders and to break their back-bone. Each commander 
was reduced to his own counsel and guidance; it was no 
longer possible to reckon on uniform and united political 
action by the Army. 



While the rise of Hitler changed the map of Europe more 
quickly than even Napoleon had done — though for a 
shorter period — it was the rise of armoured forces in the 
German Army that mainly enabled him to achieve his 
run of conquests. Without them his dreams would never 
have turned into realities. More even than the Luftwaffe, 
and much more than the Quislings, they were his decisive 
instrument. All his other means of softening opposition 
would not have sufficed for the quick success he sought 
without their unique capacity to penetrate and overrun a 
country. He had had the foresight to back this new 
development, though he ultimately paid forfeit for not 
backing it more fully. 

I was fortunate in getting a long account of the rise of 
the "Panzers 55 from General von Thoma, the most famous 
of the original German tank leaders next to Guderian. 
A tough but likeable type, he is obviously a born enthusiast 
who lives in a world of tanks, loves fighting for the zest 
of it, but would fight without ill-feeling, respecting any 
worthy opponent. In the Middle Ages he would have 
been perfectly happy as a knight-errant, challenging all 
comers at any cross-road for the honour of crossing spears 
with them. The advent of the tank in warfare was a 
godsend to such a man, giving him a chance to re-live the 
part of the mail-clad knight. 

He described the way it was developed in the German 
Army after this was released by Hitler from the restrictions 
of the Versailles Treaty. "It was wonderful to have real 
tanks for the first time in 1934, after being confined to 


The Rise of Armour 


tactical experiments with dummies for so many years. 
Until then our only practical experience was in an experi- 
mental camp that we had m Russia, by arrangement with 
the Soviet Government. This was near Kazan, and was 
particularly for studying technical problems. But in 1934 
our first tank battalion was formed, at Ohrdruf, under the 
name 6 Motor-Instruction Commando', I was in charge of 
it. It was the grandmother of all the others. 

"It was subsequently expanded into a regiment of two 
battalions, while two more were established at Zossen 
They were equipped by degrees, rather slowly, according 
to the production of the factories — at first with the air- 
cooled Krupp tank, Mark I, with only two machine-guns ; 
the next year with odd Maybach tanks, Mark II, that had 
water cooling; in 1937-38 came the first Mark III and 
Mark IV tanks, which were considerably better. Mean- 
time our organization was gi^owing. In 1936 two tank 
brigades were formed — one for each of the two armoured 
divisions that were then created. The German tank 
officers closely followed the British ideas on armoured 
warfare, particularly your own; also General Fuller's. 
They likewise followed with keen interest the pioneer 
activities of the original British tank brigade. 3 9 (This was 
formed in 1931 for experiment, under Colonel (now 
General) Broad, and given permanent form in 1934 undei 
Brigadier (now General) Hobart.) 

I asked him whether the German tank methods had 
also been influenced by General de Gaulle's well-known 
book, as has been commonly reported. His answer was: 
"No, that did not receive much attention then, as we 
regarded it as rather 'fantastical'. It did not give much 
tactical guidance, and was rather up in the clouds 
Besides, it came much later than the British exposition 
of the possibilities of tank warfare." 

Thoma went on to say: "It may surprise you to hear 
that the development of armoured forces met with much 
resistance from the higher generals of the German Army, 



The Other Side of the Hill 

as it did in yours. The older ones were afraid of developing 
such forces fast — because they themselves did not under- 
stand the technique of armoured warfare, and were 
uncomfortable with such new instruments. At the best 
they were interested, but dubious and cautious. We 
could have gone ahead much faster but for their attitude." 

Thoma himself was sent to Spain in 1936 when the 
Civil War broke out. "For it was seen that Spain would 
serve as 'the European Aldershot\ I actually started on 
the night that General Franco's revolt was due to begin, 
and went via Marseilles and Lisbon — meeting him at 
Merida, and arranging how we were to help him. I was 
in command of all the German ground troops in Spain 
during the war. Their numbers were greatly exaggerated 
in newspaper reports — they were never more than 600 at 
a time." (This excludes air and administrative personnel.) 
"They were used to train Franco's tank force — and to get 
battle experience themselves* 

"Our main help to Franco was in machines, aircraft 
and tanks. At the start he had nothing beyond a few 
obsolete machines. The first batch of German tanks 
arrived in September, followed by a larger batch in 
October. They were the Krupp Mark I. 

"Russian tanks began to arrive on the other side even 
quicker — at the end of July. They were of a heavier type 
than ours, which were armed only with machine-guns, and 
I offered a reward of 500 pesetas for every one that was 
captured, as I was only too glad to convert them to my 
own use. The Moors bagged quite a lot. It may interest 
you to hear that the present Marshal Koniev was my 
'opposite number 5 on the other side. 

"By a carefully organized dilution of the German 
personnel I was soon able to train a large number of 
Spanish tank-crews. I found the Spanish quick to learn 
— though also quick to forget. By 1938 I had four tank 
battalions under my command — each of three companies, 
with fifteen tanks in a company. Four of the companies 

The Rise of Armour 


were equipped with Russian tanks. I also had thirty 
anti-tank companies, with six 37 mm. guns apiece. 

"General Franco wished to parcel out the tanks among 
the infantry — in the usual way of generals who belong to 
the old school. I had to fight this tendency constantly 
in the endeavour to use the tanks in a concentrated way. 
The Francoists* successes were largely due to this. 

"I came back from Spain in June, 1939, after the end 
of the war, and wrote out my experiences and the lessons 
learned. I was then given command of a tank regiment 
in Austria. I had been offered a tank brigade, but said 
that I preferred to polish up my knowledge of recent 
German practice by handling a regiment first, as I had 
been out of touch so long with what was happening in 
Germany. General von Brauchitsch agreed. But in 
August I was given command of the tank brigade in the 
2nd Panzer Division, for the Polish campaign. 

"That division was in General von List's Army on the 
extreme southern wing, beyond the Carpathians. I was 
ordered to advance on the Jablunka Pass, but suggested 
instead that the motorized brigade should be sent there, 
while I carried out with my tank brigade a flanking move 
— through thick woods and over the ridge. On descending 
into the valley I arrived in a village to find the people all 
going to church. How astonished they were to see my 
tanks appearing! I had turned the enemy's defences 
without losing a single tank — after a night approach 
march of fifty miles. 

"After the Polish campaign I was appointed to the 
General Staff, as Chief of the Mobile Forces. This direc- 
torate embraced the tank forces, the motorized forces, the 
horsed cavalry — of which there was still one division — and 
the cyclist units. In the Polish campaign we had six 
armoured divisions and four light divisions. The armoured 
divisions each had a tank brigade of two regiments with 
two battalions apiece — the combat strength of a regiment 
at the beginning was about 125 tanks. After an operation 


The Other Side of the Hill 

lasting several days, one must, in the light of experience, 
deduct one quarter from the number of tanks — to allow 
for those under repair — in reckoning the average combat 
strength, 55 

As combat strength, Thonia explained, he included 
only the fighting tanks in the companies (or squadrons). 
The total number in a regiment, including the light tanks 
used for reconnaissance, was 160. 

"The light divisions were an experiment, and the 
strength of each of them varied. But the average was two 
motorized nfle regiments (of three battalions each) and one 
tank battalion. In addition they had an armoured recon- 
naissance battalion and a motor-cyclist battalion, as well 
as an artillery regiment — like the armoured divisions. 

"We gave up this experiment after the Polish campaign, 
and converted them into armoured divisions. For the 
1 940 offensive in the West we had ten complete armoured 
divisions, and the S.S. tank regiment 'Leibstandarte 5 — the 
scale of which was considerably above a normal tank 
regiment. The proportion of medium tanks in a division 
was increased by that time. Even so, there were too many 
light tanks. 5 * 

Thoma then made the surprising revelation that, for 
the invasion of France, the Germans had only 2,400 tanks 
altogether — not 6,000 as French reports at the time stated. 
He said that he did not count the light reconnaissance tanks, 
which he called "sardine tins 35 . "The French tanks were 
better than ours, and as numerous — but they were too slow. 
It was by speed, in exploiting the surprise, that we beat 
the French. 5 ' 

Discussing the different types of tank, and their respec- 
tive qualities, Thoma remarked that if he had to choose 
between "a thick skm" or "a fast runner 55 he would always 
choose the latter. In other words, he preferred speed to 
heavy armour, having come to the conclusion, from much 
experience, that speed was a more desirable quality on 
balance. He went on to say that, in his view, the ideal 

The Rise of Amour 


tank regiment would be made up of two-thirds large tanks 3 
fairly fast, and one-third very fast tanks, lightly armoured. 

Talking of the 1940 offensive, Thoraa said — "All the 
tank officers wanted to see Guderian in charge of the 
panzer army that carried out the thrust through the 
Ardennes, Kleist had not the same understanding of 
tanks — he had earlier been one of the chief opponents of 
them. To put a sceptic, even a converted sceptic, in 
supreme charge of the armoured forces was typical of 
the way things were done in the German Army — as in 
yours. But Guderian was regarded as a difficult sub- 
ordinate. Hitler had the deciding voice in the issue, and 
he approved Kleist's appointment. Nevertheless, Guderian 
was called on to carry out the actual break-through, 
which he did on the same lines that he had practised in 
the 1937 Army Manoeuvres. After that, he continued to 
lead the drive to the Channel He concentrated all his 
thought on exploiting success, and took the attitude 'to 
hell with what is happening behind 5 . That thrustfulness 
was decisive, because it gave the French no time to rally. 

"It was commonly said in the German Army that 
Guderian was always seeing red, and was too inclined to 
charge like a bull. 1 I don't agree with that opinion. I 
had personal experience of serving under him on the 
Stalingrad front in 1942, where opposition was very stiff, 
and I found him a very fine commander under those 
difficult circumstances. 55 

I asked Thoma what he considered the principal ele- 
ments in the success of the German armoured forces in 
achieving such a series of breaks-through as they did in 
the earlier part of the war. He gave five main reasons: 

1 I have often noticed that when the senior German generals 
wanted to convey criticism of some exceptionally vigorous commander 
who did not conform to their own standards of methodxcal, and almost 
chess-like operatxon, they habitually spoke of him as "a bull". Such 
a term might be more suitably applied to those who butt at strongly 
defended positions than to those who loosen opposition by audacity 
and speed. 


The Other Side of the Hill 

"i. The concentration of all forces on the point of 
penetration in co-operation with bombers. 

"2. Exploiting the success of this movement on the 
roads during the night — as a result, we often gained success 
by surprise deep in, and behind, the enemy's front, 

"3. Insufficient anti-tank defence on the enemy's part, 
and our own superiority in the air, 

"4, The fact that the armoured division itself carried 
enough petrol for 150-200 kilometres — supplemented, if 
necessary, with supply of petrol to the armoured spearheads 
by air, dropped in containers by parachute. 

"5, Carrying rations sufficient for three days in the 
tanks, for three more days in the regimental supply column, 
and three more days in the divisional supply column." 

Thoma mentioned some of the examples of sustained 
speed in long-range drives by the armoured forces. In the 
Polish campaign, he said, the seven-day march from 
Upper Silesia to Warsaw averaged about thirty miles a 
day, fighting included. In the second stage of the French 
campaign the advance from the Marne to Lyon averaged 
the same. In the 1941 Russian campaign the advance from 
Rosslawl to beyond Kiev averaged fifteen miles a day over 
a period of twenty days, while the thrust from Glukov to 
Orel covered forty miles a day for three days. The record 
advance was up to sixty miles in the day. 

Thoma stressed the importance of the commander of 
an armoured force being well forward — "in the midst of 
his tanks". He should give "saddle orders", like cavalry 
leaders of old. "The tactical task for a commander is up 
in front, and he must be on the spot. He should leave the 
administrative side to his chief staff officer." 

Thoma then talked of the reorganization of the German 
armoured forces that was carried out before the Russian 
campaign, and made it clear that he considered it a grave 
mistake. "The armoured divisions each had one of their 
two tank regiments taken away from them, in order to 
form further armoured divisions — making twenty in all. 

The Rise of Armour 103 

I did not agree with this decision, and protested to Hitler 
— for he always took a personal interest in technical 
questions." Thoma argued that the net effect would be 
disadvantageous on balance, since it meant doubling the 
number of staffs and auxiliary troops without any effective 
increase in the armoured punch. "But I could not persuade 
Hitler — he was obsessed with the advantage of having an 
increased number of divisions. Numbers always inflamed 
his imagination. 

"Hitler had not interfered in the Polish campaign, but 
the immense public acclaim of 'his' strategy there, and 
still more after the French campaign, had given him a 
swelled head. He had a taste for strategy and tactics, but 
he did not understand the executive details. He often 
had good ideas, but he was stubborn as a rock — so that he 
spoilt the fulfilment of his own conceptions. 

"Twenty armoured divisions sounded a great increase, 
but the actual number of tanks was no greater than before. 
Our combat strength was only 2,434 tanks — not 12,000, as 
the Russians stated. About two-thirds now were medium 
tanks, instead of two-thirds being light tanks as in our first 
campaign. 3 * 

Discussing the Russian campaign, Thoma said that the 
German armoured forces developed a new method which 
they found very successful. "Armoured divisions would 
break through the Russian front at night, and then go 
into hiding in woods behind the front. The Russians 
meantime would close the gap. In the morning the German 
infantry would launch their attack on this partially 
cemented sector — which was naturally somewhat dis- 
organized — while the armoured divisions would emerge 
from the place where they were lying up, and strike the 
defenders in the rear." 

For the 1942 campaign four new armoured divisions 
were formed — this was achieved partly by breaking up the 
existing horsed cavalry division, which had not proved 
effective. Three more infantry divisions were also 

104 The Other Side of the Hill 

motorized — in addition to the ten which had been 
motorized for the 1941 campaign, "But only ten out of 
the twenty former armoured divisions were brought up 
to strength again — because, under Hitler's orders, an 
increase of tank production was neglected in favour of the 
U-boat programme/ 5 

Thoma strongly criticized the failure of the senior 
generals, and of Hitler, to appreciate the vital importance 
of the armoured forces, and to develop them in time to 
the scale that was required, as well as in the form required . 
"What we had was good enough to beat Poland and France, 
but not good enough to conquer Russia. The space there 
was so vast, and the going so difficult. We ought to 
have had twice as many tanks in our armoured divisions, 
and their motor-infantry regiments were not mobile enough. 

"The original pattern of our armoured division was 
ideal — with two tank regiments and two motor-infantry 
regiments. But the latter should be carried in armoured 
tracked vehicles, even though it entails more petrol. In 
the earlier part of the Russian campaign it was possible to 
bring them up in their lorries close to the scene of action 
before they dismounted. They were often brought up as 
close as a quarter of a mile from the fighting line. But that 
ceased to be possible when the Russians had more aircraft. 
The lorry-columns were too vulnerable, and the infantry 
had to get out too far back. Only armoured infantry can 
come into action quickly enough for the needs of a mobile 

"Worse still, these clumsy lorries easily became bogged. 
France had been ideal country for armoured forces, but 
Russia was the worst — because of its immense tracts of 
country that were either swamp or sand. In parts the 
sand was two or three feet deep. When the rain came down 
the sand turned into swamp." 

Thoma added: "Africa was paradise in comparison. 
Tank troops who had been in Russia found it easy to adapt 
themselves to the African conditions. It is a mistake to 

The Rue of Armour 105 

draw lessons from the African campaign and apply them 
to quite different conditions. For you in future it is only 
Russia that matters — not the desert any more. 55 It was a 
characteristic ending. 

Thoma emphasized that another great mistake of the 
Russian campaign was the lack of co-operation between 
armoured forces and airborne forces. "This forfeited many 
successes that we might have gained. The cause of it 
was that the parachute troops formed part of the Luftwaffe, 
and consequently there were conflicts of opinion in the 
highest places about their employment. Goermg, in par- 
ticular, was an obstacle. Another handicap was the 
defectiveness of our self-propelled artillery. This weapon 
is invaluable. But those we used were only makeshifts, 
and the chassis was overloaded. 55 

As Thoma was captured at Alamein in the autumn of 
1942 he could contribute no evidence based on experience 
in the last part of the war. But m that period Manteuffel 
was the outstanding exponent of armoured warfare and 
his conclusions bore out Thoma's earlier views, on the 
whole, while supplementing them in certain respects. 
Manteuffel gave me his views at too great length to set 
forth here, for non-technical readers, but some of his main 
points are worth citing — "Tanks must be fast. That, I 
would say, is the most important lesson of the war in 
regard to tank design. The Panther was on the right lines, 
as a prototype. We used to call the Tiger a 'furniture van 5 
— though it was a good machine in the initial break- 
through. Its slowness was a worse handicap in Russia 
than in France, because the distances were greater. 55 

He considered that the Russian "Stalin 55 tank was the 
finest in the world. It combined powerful armament, 
thick armour, low build, with a speed superior to the 
Tiger and not much less than that of the Panther, It had 
more general mobility than any German tank. 

Manteuffel then spoke of two avoidable handicaps that 
the German armoured forces had suffered. "Every unit 

106 The Other Side of the Hill 

in the division should have its own Mobile Workshop, 
which should accompany the tactical echelon. Our army 
made a grave error in thinking that these Mobile Work- 
shops should be kept in the rear. They ought to be well 
forward,, under the command of a tactical leader who is 
in wireless touch with them. This is essential so that 
repairs can be done during the night, except in cases of 
serious damage. Such a system saves many of the acci- 
dental casualties that cause wastage. It would have 
counteracted the pernicious effect that our actual system 
had in leading the commanders to carry on with a dwind- 
ling tank strength because they could not afford to wait 
for tanks to be repaired. Too often they attempted tasks 
that were beyond their real strength — because the task 
was calculated on what a division should be able to achieve 
on its nominal strength. 

"It is essential, too, for an armoured division to have 
its own air element — a reconnaissance squadron, a tactical 
bombing squadron, and a liaison squadron of slow-flying 
aircraft for the use of the commander and staff. The 
commander of an armoured division ought always to 
direct from the air. In the early part of the Russian 
campaign, the armoured divisions had their own air 
contingent. But the High Command took it away from 
them in November, 1 941, in favour of centralized control. 
That proved a grave mistake. I would also emphasize 
that the air squadrons should be trained with the divisions 
in peace time. 

"Air transport is also essential — to carry supplies of 
ammunition, fuel, food and men. For armoured divisions 
will have to operate at much longer distances in future. 
They must also be prepared to make advances of 200 
kilometres a day. Having read so many of your trans- 
lated writings in the years before the war, I know what 
attention you gave to the development of this air side 
of armoured warfare. This warfare is a different 
language from infantry warfare — and infantrymen don't 

The Rise of Armour 107 

understand it. That was one of our great troubles in the 

Discussing tank design and tactics* Manteuffel spoke 
of the value of designing tanks that were low in height, 
and thus a less visible target. The difficulty was to combine 
low build with the necessity that the underside of the tank 
should be sufficiently clear of the ground to avoid becoming 
* bellied' in crossing obstructions such as bumps in the 
ground, rocks and tree stumps. "A slight handicap in 
ground clearance, however, can be overcome by a good 
eye for ground. That is the most vital quality in handling 

Giving an example, Manteuffel narrated the story of 
a riposte he had delivered against the Russian break- 
through near Jassy, inside the Rumanian frontier, early 
in May 1944. "A tank battle developed in which a total 
of some five hundred tanks were involved on the two sides. 
The Russians were repulsed, and only 60 of their tanks 
got away, most of them damaged. I lost only ir of mine. 
It was here that I first met the Stalin tanks. It was a 
shock to find that, although my Tigers began to hit them 
at a range of 2,200 yards, our shells did not penetrate 
them until we had closed to half that distance. But I 
was able to counter their technical superiority by manoeuvre 
and mobility, in making the best use of ground cover/' 
Manteuffel concluded his account with the emphatic 
remark: "In a tank battle, if you stand still you are lost." 
Recalling the memory of that piece of tactics gave him 
obvious professional satisfaction, and he added: "It would 
have given you a lot of pleasure to see this fight." 

He went on to speak of the importance of the careful 
selection of tank crews, in order to ensure tactical aptitude 
and gain the advantage which this offers in modern 
battle. "With that condition fulfilled, tank design must 
aim at a careful balance between armour, weapons and 
speed, taking into account particularly the special risks 
introduced by air attack, parachutists, and rocket weapons." 

io8 The Other Side of the Hill 

I asked him what he considered to be the ideal composi- 
tion of an armoured division. His reply was: "In the first 
place, a tank regiment of three battalions, each of 60 tanks 
— so as to ensure that somewhere about 150 would be 
available for action, allowing for mechanical troubles. 
Secondly, two infantry regiments, each of two battalions 
carried in armoured half-track vehicles. In one regiment 
these should be well armoured — the 7 mm, of armour 
which they had in the war was not enough when it came 
to bringing them up close under fairly heavy fire. In the 
other regiment the carriers should be of a more lightly 
armoured type — so that they could move faster, and exploit 
opportunities of pushing forward where opposition w r as 
slight. Another essential element in the division is a 
strong reconnaissance unit, carried in full-track vehicles. 
In this war they had half-track vehicles, which were not 
good enough for a reconnaissance role, under the conditions 
met in Russia. There should also be a pioneer battalion — 
what you call engineers. This need not be larger than 
the present scale, because every unit in the division ought 
to have its own section of pioneers, capable of laying and 
lifting mines, and of building bridges. The other main 
element is the artillery. I should like four battalions of 
artillery, each of three batteries. Three of them should 
be mixed battalions, each of two light field howitzer 
batteries, and one heavy field howitzer battery. The fourth 
battalion should consist of three heavy batteries, with 
150 mm. pieces. Two of the three mixed battalions at 
least should be self-propelled instead of tractor-drawn. 35 
In another of our talks ManteufFel gave his views on 
the question of how armies should be organized in the 
future. "Modern conditions indicate that there should 
be two classes of army within the Army. The best policy 
would be to constitute an elite. A certain number of 
divisions should be picked out for this purpose, and they 
should be given the best possible equipment, ample money 
for training, and the pick of the personnel. A large 

The Rise of Armour 109 

country might be able to create an army of up to thirty 
divisions m this way. Of course, no country could equip 
an army of millions on this scale. But it is better to have an 
elite army for the main operational purposes than to have 
a much bigger army that is mediocrely equipped and 
trained throughout. That elite army would have an 
increased proportion of air support, airborne forces and 
rocket weapons. The present scale of artillery with 
armoured forces is a handicap on mobility. It is required 
by the need for plunging fire, such as only howitzers can 
provide under existing conditions, but the development 
of rocket weapons may provide an effective substitute. 59 

ManteufFel went on to say that he agreed with the view 
I had often expressed in my writings that the basic military 
problem of the present time was to diminish the proportion 
of auxiliary troops and vehicles m comparison with the 
striking arms. "But for such progress to be attained the 
High Command must learn the new language of 
mechanized warfare. 

"The new model army calls for the design of a new 
kind of strategy. For these ideas to win acceptance, it is 
important that all the new type of forces should be under 
a single chief of adequate status. At the same time in 
order to foster the esprit de corps of the troops composing 
this elite army they should not only have the best of equip- 
ment and training facilities but a distinctive uniform — the 
smartest possible." 





The real story of any great event is apt to be very different 
to what appears at the time. That is especially the case 
in war. The fate of millions of people turns on decisions 
that are taken by one man — who may be influenced by 
the most curious of motives in reaching a decision that 
changes the whole course of history. The way he makes 
up his mind is known only by a few men behind the 
scenes, who usually have good reason for keeping it quiet. 
The truth sometimes leaks out later; sometimes never. 

When it emerges it often bears out the saying that 
"truth is stranger than fiction". A novelist has to appear 
plausible, and would hesitate to make use of such astound- 
ing contradictions as occur in history through some 
extraordinary accident or twist of psychology. 

Nothing could be more extraordinary than the way that 
the decisive events of 1940 were shaped. France was 
overcome by an offensive in which few of the higher 
executants had any faith, and the invasion only succeeded 
through a belated change of plan on the German side that 
happened to fit the situation produced by rigidity of plan 
combined with over-confidence on the French side. 
Stranger still was the way that the British Army escaped, 
and Britain herself was preserved from invasion. The 
truth here runs quite contrary to the popular picture. It 
would have seemed incredible to the British people at that 



The Other Side of the Hill 

times and equally incredible to most of Hitler's ardent 
followers in Germany, Little indication of it emerged in 
the revelations at Nuremberg. The bare facts were known 
to a small circle at the top of the German Army, but the 
essential clue was held only by a few, not the topmost, 
who were present one day at Rundstedt's headquarters 
when Hitler disclosed the way his thoughts were running. 

The escape of the British Army from France has often 
been called "the miracle of Dunkirk", For the German 
armoured forces had reached the Channel coast behind 
the back of the British Army while this was still deep in 
the interior of Flanders Gut off from its own bases, and 
from the bulk of the French Army, it seemed likely also to 
be cut off from the sea. Those who got away have often 
wondered how they managed to do so 

The answer is that Hitler's intervention saved them — 
when nothing else could have. A sudden order from him 
over the telephone stopped the armoured forces just as 
they were in sight of Dunkirk, and held them back until 
the retreating British had reached the port and slipped 
out of their clutches, Rundstedt and other generals con- 
cerned, as executive commanders or on the higher staffs, 
gave me accounts from their different angles of this 
staggering order and its effects. 

But although the British Army thus escaped from the 
trap in France, it was in no state to defend England. It 
had left most of its weapons behind, and the stores at home 
were almost empty. In the following months Britain's 
small and scantily-armed forces faced the magnificently- 
equipped army that had conquered France — with only a 
strip of water between them. Yet the invasion never 

At the time we believed that the repulse of the Luftwaffe 
in the "Battle over Britain" had saved her. That is only 
part of the explanation. The last part of it. The original 
cause, which goes deeper, is that Hitler did not want to 
conquer England. He took little interest in the invasion 

How Hitler Beat France — and Saved Britain 113 

preparations, did nothing to spur them on, and cancelled 
them at the first plausible excuse. 

Before relating in detail the inner story of these fateful 
decisions, there is a previous one to reveal. For the real 
character of earlier events is hardly less amazing than the 
climax — or anti-climax. While Hitler saved England, 
France was conquered in spite of his Generals 

When France lay prostrate under the German heel, 
the men of the victorious Army would have been astonished 
had they known that their highest military chiefs had not 
believed such a victory to be possible — and that the 
victory had been gained by a plan which had been forced 
on a doubting General Staff as the result of a backstairs 
approach. Most of them would have been horrified to 
hear that six months earlier they had nearly been ordered 
to march on Berlin instead of on Paris. Yet those were 
the facts hidden behind the triumphant fa9ade. 


The conquest of the West, although it appeared so 
irresistible in retrospect, was conceived in an atmosphere 
of fear and doubt. The preceding period of "the phoney 
war 55 was so christened by American commentators in 
derision of the Allies' inactivity. In that sense it was 
hardly just, since the Allies lacked the equipment needed 
to take the offensive — as later events showed. But there 
were "phoney" factors on the German side. 

After the conquest of Poland, and the division of the 
spoils with Russia, Hitler made a bid for peace with the 
Western Powers. When he was rebuffed he began to feel 
afraid of what he had started — and of his temporary 
partner. He expressed the view that a long-drawn-out 
war of attrition with Britain and France would gradually 
exhaust Germany's limited resources, and expose her to a 
fatal attack from behind by Russia. "By no treaty or 
pact can Russia's lasting neutrality be ensured," he told 
his generals. His fear urged him to force peace on France 

U4 Other Side of the Hill 

by an offensive in the West. He hoped that if the French 
were defeated, the British would see reason and come to 
terms. He reckoned that time was working against him 
on every count. 

Hitler did not dare to risk playing a waiting game, to 
see whether the French grew tired of war. He believed 
that for the moment he had the strength and equipment 
to beat France. "In certain arms, the decisive arms, Ger- 
many to-day possesses clear, indisputable superiority of 
weapons. 5 5 Hitler felt that he must strike as soon as 
possible, before it was too late. His order was: "The 
attack is to be launched, if conditions are at all possible, 
this autumn. 9 ' 

Hitler's reckoning, and these instructions were set out 
in a long memorandum of October 9th, 1939. His analysis 
of the military factors in the situation was masterly, but he 
left out of account a vital political factor — the "bull- 
doggedness 55 of the British people when aroused. 

His generals shared his long-term fears, but did not 
share his short-term confidence. They did not think 
that the German Army was strong enough to beat 

All the top ones to whom I talked, including Rundstedt 
and his chief planner, Blumentritt, admitted that they 
were full of doubt about taking the offensive in the West. 
As Blumentritt remarked: "Hitler alone believed that a 
decisive victory was possible. 55 

General Siewert, who had been Brauchitsch's personal 
assistant from 1939 to 1941, said that no plan for an 
offensive in the West had even been considered until 
after the Polish campaign, and that Brauchitsch was 
dismayed when, early in October, he received Hitler's 
directive to prepare such a plan. "Field-Marshal von 
Brauchitsch was dead against it. All the documents 
relating to this plan will be available in the archives 
wherever they are, and they will show that he advised 
the Fuhrer against invading the West. He went to see 

How Hitler Beat France — and Saved Britain 1 15 

the Fuhrer personally, to demonstrate the unwisdom of 
such an attempt. When he found he could not convince 
the Fuhrer, he began to think of resigning. 5 * I asked on 
what grounds the objection was made. Siewert replied: 
"Field- Marshal von Brauchitsch did not think that the 
German forces were strong enough to conquer France, 
and argued that if they invaded France they would 
draw Britain's full weight into the war. The Fuhrer 
discounted this, but the Field-Marshal warned him: c We 
know the British from the last war — and how tough they 

are. 3 " 

Faced with such doubts on the part of the army chiefs, 
Hitler summoned a conference in Berlin, on November 23, 
with the aim of implanting his own conviction. I had 
an account of it from General Rohricht, who was head of 
the Training Department of the General Staff, and was 
subsequently responsible for compiling the lessons of the 
1940 campaign. Rohricht said: "The Fuhrer spent two 
hours in a lengthy review of the situation aimed to convince 
the Army Command that an offensive in the West was a 
necessity. But Field-Marshal von Brauchitsch argued 
against it, and drew upon himself a severe rebuke from 
the Fuhrer. General Haider was equally dubious about 
taking the offensive. Both of them argued that the German 
Army was not strong enough — it was the only line of 
argument that could have any chance of deterring the 
Fuhrer. But he insisted that his will must prevail. After 
this conference many new formations were raised, to 
increase the Army's strength. That was as far as the 
Fuhrer would meet the opposing views. 9 ' 

In Hitler's address to the higher commanders he 
expressed his anxiety about ultimate danger from Russia, 
and the consequent necessity of being free in the West. 
But the Allies would not consider his peace offers, and lay 
behind their fortifications — out of reach, yet able to 
spring when they chose. How long could Germany 
endure such a situation? While she had the advantage at 


The Other Side of the Hill 

the moment, in six months it might no longer be so. 
"Time is working for our adversary, 55 There was cause 
for anxiety even in the West, "We have an Achilles 5 Heel 
— the Ruhr ... If Britain and France push through 
Belgium and Holland into the Ruhr, we shall be in the 
greatest danger. That could lead to a paralysis of German 
resistance. 55 The menace must be removed by striking 

But even Hitler did not display much assurance of 
success at this time. He described the offensive as "a 
gamble 55 , and a choice "between victory and destruction 55 . 
Moreover, he ended his exhortation on the gloomy, and 
prophetic note — "I shall stand or fall in this struggle. I 
shall never survive the defeat of my people. 55 

A copy of this address was found in the archives of the 
Supreme Command after Germany's collapse, and pro- 
duced at Nuremberg. But there was no mention there of 
the opposition that Hitler had met m the discussion, nor of 
a sequel that might have cut short his career m the first 
autumn of the war. 

For the generals were driven by their forebodings to 
consider desperate remedies. Rohricht told me: "It was 
mooted in O.K.H., by Brauchitsch and Haider that — if 
the Fuhrer would not moderate his policy, and insisted on 
plans that would involve Germany in an all out struggle 
against Britain and France — they should order the German 
Army in the West to turn about, and march on Berlin to 
overthrow Hitler and the Nazi regime. 

"But the one man who was really vital to the success 
of this counter-plan declined to co-operate. This was 
General Fromm, the Commander-in-Chief of the Home 
Forces, in Germany. He argued that if the troops were 
ordered to turn agamst the regime most of them would 
not obey — because they had too much trust in Hitler. 
Fromm was only too right on this score. His refusal to 
co-operate was not due to any love of Hitler. He disliked 
the regime just as much as the others did, and in the end 

How Hitler Beat France — and Saved Britain 117 
became one of Hitler's victims — though not until March, 

Rohricht went on to say: "Apart from Fromm's 
hesitation, I think that the plan would have failed. The 
Luftwaffe, which was enthusiastically pro-Nazi, could 
have broken any revolt which the Army attempted, since 
it had the flak under its control. The original step of 
making Goering and the Luftwaffe responsible for the 
anti-aircraft defence of the Army was a very shrewd move 
in weakening the power of the Army." 

Fromm's calculation about the troops' reaction was 
probably correct. That is admitted by the generals who 
were upset at the time by his refusal to co-operate, and it 
tends to be confirmed by our knowledge of how hard it 
was to loosen the people's faith in Hitler even in the later 
days of devastation and disaster. But although this 1 939 
plot might not have succeeded in its immediate object of 
overthrowing Hitler, the attempt would have been worth- 
while. For at the least it would have so shaken Germany 
as to nullify Hitler's plans for the conquest of France. 
In that case all the European peoples would have been 
spared the misery that befell them as a consequence of 
that illusory triumph. Even the German people would 
not have suffered anything like what they did after a 
long-drawn war, accompanied by ever-multiplying 
devastation from the air. 

Although the generals' plot was still-born, Hitler did 
not succeed in delivering his offensive in 1939 as he wished. 
Rundstedt explained — "The weather intervened to frus- 
trate him, more than anything else. The postponements 
continued throughout the winter." 

Blumentritt revealed that on eleven occasions between 
November and April the armies received the order to 
"fail in" — to be ready to attack in forty-eight hours 
"Each time it was cancelled before the time expired. 
These repeated cancellations led us to think that Hitler 
was merely bluffing, and was only using the threat of 

1 1 8 The Other Side of the Hill 

attack as a means of prompting the Allies to consider his 
peace offer/ 5 But when the twelfth order came, in the 
month of May, events took their fatal course, 


The original plan, worked out by the General Staff 
under Haider, was on broadly similar lines to that of 19 14, 
though its aim was less far-reaching. The main weight 
was to be concentrated on the right wing, for a drive 
through the plains of Belgium, carried out by Army 
Group "B" under Bock. Army Group CC A" under Rund- 
stedt, in the centre facing the Ardennes, was to play a 
secondary part. Army Group "C" under Leeb, on the 
left, facing the frontier of France itself, was simply to 
threaten and pin down the French armies that were 
holding the Maginot Line. Bock had the 18th, 6th, and 
4th Armies — listing them from right to left ; Rundstedt had 
the 1 2th and 16th Armies; Leeb had the 1st and 7th 
Armies. What was more important, the bulk of the tank 
forces was to be concentrated for Bock's blow. None were 
allotted to Rundstedt, whose task was merely to advance 
to the Meuse, and there cover Bock's left flank. 

In January, Rundstedt's strength was increased by 
providing him with one panzer corps, and his part in the 
plan enlarged to some extent — he was to push across the 
Meuse and establish a wide bridgehead beyond, linking up 
with Bock's flank and covering it better. But that was 
only a modification, rather than a radical change. The 
plan still placed the main weight on the right wing. 

It is clear now that if that plan had been carried out 
it would have failed to be decisive. For the British Army 
and the best equipped part of the French Army stood in 
the path. The German attack would have met these 
forces head on. Even if it had broken their front in 
Belgium it would merely have pushed them back on their 
fortified line in Northern France, and closer to their bases 
of supply. 

How Hitler Beat France — and Saved Britain 119 

The inner story of how the plan was changed is an 
extraordinary one. It was only by degrees that I got on 
the track of it. From the outset the German generals 
were very forthcoming in telling me about the military 
operations — such professional objectivity is a characteristic 
of theirs. Most of them, I found, were old students of 
my military writings, so that they were all the more ready 
to talk, and exchange views. They were equally frank in 
discussing most of the Nazi leaders, whose influence they 
heartily detested. In regard to Hitler they were more 
reserved at first. It was obvious that many of them had 
been so hypnotized by him or so fearful of him that they 
hesitated to mention his name. As they gradually became 
convinced that he was dead, this inhibition subsided, and 
they criticized his actions more freely — Rundstedt was 
always critical. But they still had a tendency, a very 
natural one, to cover up cleavages in their own ranks. 
So it was only after many discussions that I learnt the 
real truth about the brain-wave that beat France. 

The new plan was inspired by General von Manstein, 
who was Rundstedt's chief of staff at the time. He thought 
that the existing plan was too obvious, and too much a 
repetition of the past — so that it was just the kind of move 
the Allied High Command would anticipate. 

If the Allied forces advanced into Belgium, as was 
expected, there would be a frontal clash. That would not 
promise decisive results. Another drawback was that the 
decisive battle would be fought out with the British Army, 
which, Manstein argued, was likely to be a tougher 
opponent than the French. Moreover, the German tank 
forces, on whom the chances of victory depended, would 
have to make their drive through country which, though 
flat, was filled with rivers and canals. That was a serious 
handicap, since the whole issue turned on speed. 

So Manstein conceived the bold idea of shifting the 
main stroke to the Ardennes. He argued that the enemy 
would never expect a mass of tanks to be used in such 


The Other Side of the Hill 

difficult country. Yet it should be practicable for the 
German tank forces, since opposition was likely to be 
slight during the crucial stage of the advance Once they 
had emerged from the Ardennes, and crossed the Meuse, 
the rolling plains of Northern France would provide ideal 
country for tank manoeuvre and for a rapid sweep to the 

This idea was too bold for his able but more con- 
ventional superiors to swallow easily. He found difficulty 
in persuading them until he took an opportunity of 
expounding his idea to Huler, whose imagination was 
fired by it. That led to the adoption of Manstein's plan. 

The man whose brain-wave produced the defeat of 
France had to pay forfeit for his audacity. He was not 
allowed any part in directing the execution of hi own plan. 
The vigour with which he had pressed his ideas had 
been resented by his military superiors, and they suspected 
him of trying a backstairs approach to Hitler. Their 
sore feelings were aggravated when it came to their ears 
that many of the younger members of the General Staff 
were saying that "Manstein ought to be made Commander- 
in-Chief". Three months before the offensive was launched 
he was appointed to command an army corps, and replaced 
by General von Sodenstern. That promotion was a con- 
venient means of moving him out of the way, to the relief 
of his superiors yet with honour to both parties. Never- 
theless, it was ironical that the man who had shown the 
most imagination in grasping the potentialities of highly 
mobile armoured warfare — though not himself a tank 
specialist — should have been sent to take charge of an 
infantry formation (which merely played a walkmg-on part 
in the offensive) just as the new type of mobility was to 
achieve its supreme fulfilment. 


In discussing the campaign with the various generals 
concerned I found that almost every one of them admitted 

How Hitler Beat Frame — and Saved Britain 121 

that he had not anticipated such a decisive victory as was 
actually gained. The general run of opinion was repre- 
sented by Rohricht, who remarked — "We hoped to succeed 
far enough to reach the line of the Somtne, separate the 
British from the main French armies, and occupy Belgium 
together with Northern France/ 5 Blumentritt was more 
explicit — "We were sure that the Allied left wing would 
advance into Belgium, to Brussels at least, and thus 
reckoned on cutting it off. Beyond that, we did not look. 
The completeness of our victory was a surprise. 55 

Most of the generals said that they had feared a delay 
in crossing the Meuse. But they did not seem to have 
considered the problem of what might have happened if 
the break-through had failed, and they had been definitely 
checked. Underlying Brauchitsch's and Halder 5 s objec- 
tions to Hitler's plans there may have been such a thought; 
if so it was exceptional Yet had the invasion failed to 
produce the collapse of France, but merely taken a bite of 
her soil, it would have made any settlement more difficult — 
by arousing and stiffening the spirit of France. Thus, for 
the Germans an indecisive offensive might have been worse 
than none, and much less wise than a policy of remaining 
quiet in the West, improving their defence, until the 
French became weary of a deadlock war. This point did 
not seem to have occurred to the German generals. 
Blumentritt said he had no recollection of it being dis- 
cussed either in conference or in conversation among 
themselves. The reply that most of them made to me was 
that questions of this sort belonged to the political side of 
war, and were outside their ken. 

The neglect to consider such obvious contingencies, 
and the vital questions involved, sheds a particularly 
revealing light on the limitations of their professional out- 
look. It shows how lacking they were in a sense of grand 
strategy, or in due regard for the objects of war, as distinct 
from its military objectives. Such pure strategists were 
bound to be ineffective in dealing with Hitler, who had a 


The Other Side of the Hill 

grasp of both aim and method, of politics and strategy — 
from the mating of which grand strategy proceeds. Since 
they could not argue on the same plane they were impotent 
to correct the mistakes of his grand strategy, or curb his 
increasingly excessive ambitions. Their professional skill 
on the lower planes — of strategy and tactics — only served 
to carry him, and them, deeper into a pit from which there 
was no way of extrication. 

By an irony of history, however, the greatest contri- 
bution of all to the success which paved Hitler's path to 
the pit came from his opponents. 


The shattering effect of the Ardennes stroke owed 
much to the design of the French plan — which fitted per- 
fectly, from the Germans' point of view, into their own 
remodelled plan. What proved fatal to the French was 
not, as is commonly imagined, their defensive attitude or 
"Maginot Line complex", but the more offensive side of 
their plan. By pushing into Belgium with their left 
shoulder forward they played into the hands of their 
enemy, and wedged themselves in a trap — just as had 
happened with their near-fatal Plan XVII of 1 914. It 
was the more perilous this time because the opponent 
was more mobile, manoeuvring at motor-pace instead of 
at foot-pace. The penalty, too, was the greater because 
the left shoulder push — made by the 1st, 7th, and 9th 
French armies and the British Expeditionary Force — 
comprised the most modernly equipped and mobile part 
of the Allied forces, so that once these were deeply com- 
mitted the French High Command lost most of its 
manoeuvring power. 

The supreme advantage of the new German plan was 
that every step forward that the Allies took made them 
more susceptible to Rundstedt's flanking drive through 
the Ardennes, That had been foreseen when the scheme 
was drafted. Rundstedt himself told me: "We expected 

How Hitler Beat France — and Saved Britain 123 

that the Allies would try to advance through Belgium and 
Southern Holland against the Ruhr — and our offensive 
would thus have the effect of a counter-stroke, with the 
natural advantages this carries." Such an expectation 
went beyond the Allies' intentions, but that did not matter. 
For the opening of the German right wing assault on the 
frontiers of Belgium and Holland acted like a pistol in 
starting the Allies 5 dash forward into those countries, in 
fulfilment of Plan D — which they had framed in the 
autumn. Bock's direct thrust drew them out of their 
defences, and far forward into the open, leaving their 
flank and rear exposed to Rundstedt's indirect thrust. 

While it was not difficult to foresee the Allies 9 reaction, 
the ultimate decision in favour of Manstein's scheme was 
guided by something more than intelligent anticipation. 
Blumentritt made a significant disclosure in giving me his 
account of events — "The opposition was finally overcome 
and the plan changed owing to definite news, emanating 
from Brussels, of the Allied plans." 


Hitler's invasion of the West opened with startling 
successes on the seaward flank. These focused attention to 
such an extent as to serve, like a matador's cloak, to 
distract attention from the thrust that was being delivered 
through the Ardennes — towards the heart of France. 

The capital of Holland and the hub of its communica- 
tions, at Rotterdam, were attacked in the early hours of 
May 10th, by airborne forces, simultaneously with the 
assault on its frontier defences a hundred miles to the east. 
The confusion and alarm created by this double blow, in 
front and rear, were increased by the widespread menace 
of the Luftwaffe. Exploiting the disorder, German 
armoured forces raced through a gap in the southern 
flank and joined up with the airborne forces at Rotterdam 
on the third day. They cut through to their objective 
under the nose of the 7th French Army which was just 


The Othet Side of the Hill 

arriving to the aid of the Dutch. On the fifth day the 
Dutch capitulated. 

The main gateway into Belgium was also forced by a 
dramatic opening coup. Airborne troops picked the lock 
— by seizing the bridges over the Albert Canal near 
Maastricht. By the second day, armoured forces pushed 
through into the open, outflanking the fortified bridgehead 
of Li6ge. That evening the Belgian Army was driven to 
abandon its fortified frontier line, and fall back westward 
as its Allies were rushing up to the line of the Dyle as 

At the time these direct assaults, on Holland and 
Belgium, earned the impression of tremendous strength. 
It is remarkable to find how light was the weight put 
into these strokes, especially in the case of Holland. The 
German 18th Army under General von Kuchler, which 
dealt with the Dutch, was considerably smaller than the 
forces opposing it, and the path of its advance was inter- 
sected by a network of canals and rivers that should have 
been easy to defend. Its chances turned, primarily, on 
the effect of the aii borne coup. But this new aim was 
astonishingly small. 

General Student, its Commander-in-Chief, gave me the 
details. "Altogether, we had 4,500 trained parachute 
troops in the spring of 1940. To give the offensive against 
Holland a fair chance it was necessary to use the bulk of 
them there. So we allotted five battalions, some 4,000 
men, to that task, supplemented by an air-transported 
division, the 22nd, which comprised 12,000 men. 

"The limitations of our strength compelled us to con- 
centrate on two objectives — the points which seemed the 
most essential to the success of the invasion. The main 
effort, under my own control, was directed against the 
bridges at Rotterdam, Dordrecht, and Moerdijk by which 
the main route from the south was carried across the 
mouths of the Rhine. Our task was to capture the bridges 
before the Dutch could blow them up, and keep them open 

How Hitler Beat France — and Saved Britain 125 

until the anival of our mobile ground forces. My force 
comprised four parachute battalions and one air-trans- 
ported regiment (of three battalions). We achieved com- 
plete success, at a cost of only 180 casualties. We dared 
not fail, for if we did the whole invasion would have 
failed. 55 Student himself was one of the casualties, being 
wounded in the head by a sniper's bullet, and he was out 
of action for eight months. 

"The secondary attack was made against The Hague. 
Its aim was to get a hold upon the Dutch capital, and m 
particular to capture the Government offices and the 
Service headquarters. The force employed here was com- 
manded by General Graf Sponeck; it consisted of one 
parachute battalion and two air-transported regiments. 
This attack did not succeed Several hundred men were 
killed and wounded, while as many were taken prisoner. 55 

After meeting the paramount needs of the coup m 
Holland, only 500 airborne troops were left to help the 
invasion of Belgium, Student told me. They were used to 
capture the two bridges over the Albert Ganal and the 
Fort of Eben Emael, Belgium's most modern fort, which 
flanked this water line-frontier. That tiny detachment, 
however, made all the difference to the issue. For the 
approach to the Belgian frontier here lay across the 
southerly projection of Dutch territory know as the 
"Maastricht Appendix 55 , and once the German Army 
crossed the Dutch frontier the Belgian frontier guardb on 
the Albert Canal would have had ample warning to blow 
the bridges before any invading ground forces could cross 
that fifteen-mile strip. Airborne troops dropping silently 
out of the night sky offered a new way, and the only way, 
of securing the key-bridges intact. 

The very limited scale of airborne forces used in 
Belgium gives a fantastic air to the reports at the time that 


The Other Side of the Hill 

German parachutists were dropping at scores of places, in 
numbers that cumulatively ran into thousands. Student 
provided the explanation. He said that to compensate 
the scantiness of the actual resources, and create as much 
confusion as possible, dummy parachutists were scattered 
widely over the country. This ruse certainly proved most 
effective, helped by the natural tendency of heated 
imaginations to multiply all figures. 

The course of the invasion was described to me by 
General von Bechtolsheim, then iA (operations chief) to 
Reichenau's 6th Army, which carried out this frontal 
offensive. He was an old acquaintance, having been the 
German Military Attachi in London before the war. 

"The axis of the 6th Army ran through Maastricht to 
Brussels, its right wmg being directed from Roermond past 
Turnhout to Malines, and its left wing from Aachen past 
Liege to Namur. Maastricht was the vital point in the 
first phase — or, to be exact, the two bridges over the Albert 
Canal west of Maastricht. These were captured, before 
they could be blown up, by glider-landings on the west 
bank. Fort Eben Emael was captured in the same way, 
though not so quickly. The great disappointment of the 
first day was that the bridges over the Meuse in Maastricht 
were blown up by the Dutch, thus delaying the advance to 
support the glider-parties on the Albert Canal 

"However, Hoeppner's i6th Panzer Corps was pushed 
through as soon as the Meuse had been bridged, although 
it was strung out in excessive depth, as it had to use a 
single bridge, and thus had to be passed through a bottle- 
neck. Once through, it drove towards Nivelles. Progress 
now became quick. 

"Under the original plan there was no intention of 
attacking Liege. That fortified city was to be by-passed, 
while screened on the north by our left wing and on the 
south by the 4th Army's right wing. But our left wing, 
pushing down towards Liege, succeeded in driving into it 
from the rear without any serious opposition. 

How Hitler Beat France — and Saved Britain 127 

"Our main forces pushed on westward, and made 
contact with the British Army on the Dyle line. We then 
staged a turning movement from the north, but before it 
developed the British had fallen back to the Scheldt, so 
we halted for a short time on the Dyle to enable our 
divisions to close up. 

"Throughout our advance to Brussels we were con- 
tinually expecting an Allied counter-attack from Antwerp 
against our right flank 

"Meanwhile, the 16th Panzer Corps had driven ahead, 
on our southern flank, and fought battles near Hannut and 
Gembloux with the French mechanized Cavalry Corps. 
At first our tanks were outnumbered, but the French 
tanks fought in a static way that forfeited their advantage, 
and their lack of enterprise allowed time for the rest of 
Hoeppner's corps to arrive on the scene. That decided 
the Gembloux battle in our favour on the 14th. But we 
were deprived of the chance to exploit our success, for 
Hoeppner's corps was now taken away to back up the 
break-through which had been achieved south of the 
Meuse, in the Ardennes. This decision of the Supreme 
Command left the 6th Army without any armoured forces, 3 * 

This order caused much heartburning, and a heated 
protest from Reichenau. But he was overruled in the 
higher interests of the general offensive plan. The 6th 
Army had well performed its r61e of attracting the attention 
of the French High Command, and distracting their 
attention from the greater threat that was developing in 
the Ardennes. It had also pinned down the mobile forces 
of the Allied left wing during the crucial days. For on the 
13th Rundstedt's armoured spearheads crossed the Meuse 
around Sedan and burst into the rolling plains of north- 
eastern France. When Gamelin, the French Commander- 
in-Chief, thought of switching his mechanized cavalry 
from the left wing to stem the flood at Sedan he was told 
that they were too fully engaged at Gembloux. 

Once that object had been fulfilled there was good 


The Other Side of the Hill 

reason for reducing Reichenau's punching power, since it 
was not desirable to hustle the Allied left wing into too 
rapid a retreat before Poindstedt's net had been stretched 
across its rear. 

Reichenau's air support had been reduced even before 
his armour was switched away, Bechtolsheim said. "In 
the first phase of the offensive the 6th Army was given very 
powerful support by the Luftwaffe, for the crossings of the 
Meuse and the Albert Canal near Maastricht, but the 
corps of dive-bombers were then concentrated southward 
against the crossings of the Meuse near Sedan. 55 I asked 
Bechtolsheim whether the freedom from bombing which 
the B.E F. had enjoyed during its advance to the Dyle 
was deliberately intended to entice it forward. He replied : 
"Not so far as we were concerned at 6th Army H.Q,., but 
it may have been planned on a higher level. 55 

Before passing to the story of Rundstedt's break-through 
from the Ardennes to the Channel coast, which trapped the 
whole Allied left wing, it is worth giving some of the main 
points from Bechtolsheim's account of the 6th Army's later 
advance in following up the belated Allied retreat from 
the Dyle line 

"The axis of our advance was now directed on Lille, 
with our right flank moving on Ghent, and our left on 
Mons and Conde. The first serious contact with the 
British was on the Scheldt. General von Reichenau 
wanted to envelop Lille by a turning movement round 
the north, but O.K. H. ordered the main effort to be made 
on the other flank — in order to assist General von Kluge 5 s 
4th Army (on the right wing of General von Rundstedt's 
Army Group), which was heavily engaged in the area 
Roubaix-Cambrai. In this advance our 4th Corps had a 
tough fight at Tournai, where it did not succeed in 
penetrating the British defence. 

How Hitlet Beat France — and Saved Britain 129 

"Belter reports then came from the Gambrai area, and 
General von Reichenau persuaded O.K.H. to approve his 
plan of swinging round north of Lille towards Ypres. A 
powerful attack by the nth Coips broke through the 
Belgian front here on the Lys near Courtrai. Following 
this success, we concentrated all possible strength towards 
Roulers and Ypres. The final overthrow of the Belgian 
Army was now achieved by the 6th Aimy. 

"On the evening of May 27th word came from the 
1 nh Corps that a Belgian general had arrived at its H.£h 
and asked for the conditions of an armistice. This request 
was referred back to O.K.W., which sent back orders that 
unconditional surrender must be demanded." This was 
accepted, and the Belgians laid down their arms early next 
morning. "I called on King Leopold at Bruges the day 
after. He did not like the idea of going to the castle ot 
Laeken for internment, and asked if he might go to his 
country house I passed on his request, but it was not 
granted. 3 ' 

I asked Bechtolsheim whether he considered that the 
Belgian Army could have held out longer. He replied: 
"I think it could, for its losses were not severe. But when 
I drove thiough the lines of Belgian troops most of them 
seemed to be very relieved that the straggle had ended.' 5 

Another question I put was whether he had any news 
at this time of preparations to evacuate the B.E.F. He 
said : "We had repoits that a large concentration of shipping 
had been seen at Dunkirk. This led us to suspect that an 
evacuation was contemplated. Previously, we had expected 
the British to withdraw southward." 

Summing up the brief campaign, he remarked: "The 
only real difficulty we met was the crossing of rivers and 
canals, not from opposition. When the 16th Panzer Corps 
had been taken away, most of our bridging units went with 
it, and this became a handicap on our subsequent progress." 

He also enumerated what he regarded as the four main 
lessons of the campaign : 


1 3 o 

The Othe? Side of the Hill 

"First. The outstanding lesson was the necessity of 
air-ground liaison in actual battle. This was good in the 
main efforts, at Maastricht and Sedan, but not in general. 
At Maastricht the 6th Army had excellent support from 
and co-operation with Richthofen's Stukas, but these were 
then subsequently sent to support Kleist's thrust through 
Sedan. The Air Force should always know when to 
switch from attacking communications to close co-opera- 
tion in the battle. There is need for great flexibility. 

"Second. Even after the Panzer Group had been taken 
away, events proved that infantry attack was still possible 
without tank support — thanks to the way that the infantry 
had been trained; to well-controlled supporting fire; and 
to infiltration tactics Widely dispersed threats create 

" "Third. When armoured forces are fairly equal, a kind 
of standing battle develops — where space is lacking for 

"Fourth. The need of flexibility in switching forces 
when they are checked in battle along any particular line 
of advance. 55 


Befoie dawn of May ioth the greatest concentration of 
tanks yet seen in war was massed opposite the frontier of 
Luxembourg. It was poised for a dash through that state 
and then through Belgian Luxembourg to the French 
frontier near Sedan, seventy miles distant Made up of 
three Panzer corps, these were arrayed in three blocks, or 
layers, with armoureci divisions in the first two, and 
motorized infantry divisions in the third The van was 
led by General Gudenan, Germany's chief tank expert, 
and the whole was commanded by General von Kleist. 

"Like a great phalanx, the three blocks stood densely 
closed up one behind the other 55 — that was Blumentritt's 
description. Even so, this armoured array was more than 
a hundred miles deep from head to tail — which lay nearly 

How Hide) Beat France — and Saoed Britain 1 3 1 

fifty miles east of the Rhine, A vivid impression of its scale 
was conveyed in a remark which Kleist made to me: "If 
this Panzer Group had advanced on a single road its tail 
would have stretched right back to Koenigsberg in East 
Prussia, when its head was at Trier." 

To the right of Kleist's group lay a separate panzer 
corps under Hoth, which was to dash through the northern 
part of the Ardennes, to the Meusc between Givet and 

These armouied phalanxes, however, formed only a 
fraction of the armed mass that was drawn up along the 
German frontier ready to plunge into the Ardennes. 
According to Blumentritf "Army Group A had alto- 
gether 86 divisions of all kinds closely packed on a narrow 
but very deep front' 5 He went on: "This advance 
through the Ardennes was not really an operation, in the 
tactical sense, but an approach march. In making the 
plan we had reckoned it unlikely that we should meet any 
serious resistance before reaching the Meuse. That calcu- 
lation proved correct. We met no resistance in Luxem- 
bourg, and only slight resistance in Belgian Luxembourg — 
from the Chasseurs Ardennais and some French cavalry. 
It was weak opposition, and easily biushed aside, 

"The mam problem was not tactical but administrative 
— the complicated movement and supply arrangements. 
It was essential to utilize all roads and tracks that were to 
any degree practicable. The greatest possible precision 
was required in plotting the route on the map; m the 
regulation of traffic; and in the arrangements for protecting 
the movement against both ground and air interference. 
The many infantry divisions had to march on field paths 
and across country, interspersed among the armoured 
divisions that were using the roads. The most intricate 
staff work was demanded in laying down start-lines for the 
successive panzer blocks, while the beginning and end of 
each division's passage was precisely regulated by the 
clock. The terrain was difficult — mountainous and 

The Other Side of the Hill 

heads over the Meuse. The leading infantry corps only 
began to arrive on the 14th." 

I asked Kleist about the state of the French defences. 
He replied: cc Along the Meuse there was a moderate 
amount of fortification, in the way of pillboxes, but these 
were not pioperly armed. If the French troops here had 
been adequately equipped with anti-tank guns we should 
certainly have noticed it, as the majority of our tanks were 
of the early Mark I type, and thus very vulnerable ! The 
French divisions in the sector were poorly armed, and of 
low quality. Their troops, as we repeatedly found, gave 
up the fight very soon after being subjected to air bombing 
or gunfire. 55 

On the French side, four 2nd Reserve divisions, of 
oldish men, were holding a front of over forty miles. 
Besides being thinly stretched, they were not even pro- 
vided with the meagre normal scale of anti-tank guns, 
while lacking anti-aircraft guns. Assailed by swarms of 
dive-bombers while the Germans were bridging the river 
and then by masses of tanks, it is not surprising these 
low-grade French infantry quickly collapsed, 


The German commanders, however, could hardly 
believe their luck. They were still more surprised that no 
counter-offensive developed. Rundstedt had feared the 
delivery of a heavy stroke against his left flank while he 
was pushing through the Ardennes. "I knew Gameiin 
before the war, and, trying to read his mmd, had antici- 
pated that he would make a flank move from the Verdun 
direction with his reserves. We estimated that he had 
thirty to forty divisions which could be used for the purpose. 
But nothing of the sort developed. 59 

Hitler shared these apprehensions. In consequence he 
put a curb on the advance — it was the first of two inter- 
ventions on his part, the second of which had greater 
consequences. Telling of this first case, Siewert said: 

How Hitler Beat France — and Saved Britain 1 35 

"After we had crossed the Meuse, the Commander-in- 
Chief wanted to make a quick dash for Abbeville and 
Boulogne. But the Fuhrer was nervous about the risk 
that the main French armies might strike westward, and 
wanted to wait until a large number of infantry divisions 
had been brought up to provide flank cover along the 
Aisne." R6hricht, then acting as chief liaison officer 
between CXK.H. and 12th Army H.Q., was more explicit: 
"The 1 2th Army, which was following Kleist's panzer 
group, was ordered to wheel south to the Aisne, when he 
wheeled west after crossing the Meuse and headed for the 
Channel coast* Weichs's 2nd Army was brought up from 
the rear to provide the infantry backing for this seaward 
drive. In my opinion this decision was a bad mistake. I 
reckon it cost us two days. It would have been better if 
the 2nd Army had carried out the wheel south to the 
Aisne, while the 1 2th Army marched straight on to support 
the armoured forces.'* 

Kleist himself, however, qualified these opinions. "My 
forces were actually halted only for one day. The order 
came when my leading elements had reached the Oise, 
between Guise and La F&re. I was told that it was a direct 
order from the Fuhrer. But I don't think it was the 
direct consequence of the decision to replace the 12th 
Army by the 2nd as our backer-up. It was due to the 
Fiihrer's anxiety about the danger of a counter-stroke 
against our left flank; he did not care to let us push too 
deeply until the situation there was clearer." 


Such uneasiness is understandable, especially on the 
part of Hitler, who was far in rear. For the quickness of 
the French collapse on the Meuse, and the absence of any 
strong counter-offensive reaction, naturally seemed too 
good to be true. But events in the battle-zone soon dis- 
pelled these apprehensions. The shock of the mechanized 
blitzkrieg had paralysed the French Army, which was 

136 The Other Side of the Hill 

mentally and materially unfitted to cope with it, In that 
state of paralysis it was incapable of profiting by the brief 
relaxation of pressure which Hitler's first intervention 

After crossing the Meuse and turning westwaid, 
Kleist's drive met little resistance. His tanks rolled along 
what was virtually an open corridor, behind the back of 
the Allied left wing in Belgium. There was no "Battle of 
the Bulge 95 such as the official commentators described so 
graphically at the time. It was a smooth run. The few 
counter-attacks against its flank were spasmodic and unco- 
ordinated. The first had been at Stonne, just south of 
Sedan, where the French 3rd Armoured Division caused 
a momentary jolt before it was itself taken in flank and 
swept back. The next was near Laon, by the newly- 
formed 4th Armoured Division, under General de Gaulle. 
In regard to this Kleist remarked: "It did not put us in 
any such danger as later accounts have suggested. 
Guderian dealt with it himself without troubling me, and 
I only heard of it the day after. 5 ' Of the two other 
armoured divisions which the French possessed, the 1st 
ran out of petrol and was encixcled while helpless, while 
the 2nd was frittered away in packets by the higher 
command to guard bridges. 

The German armoured forces, apait from their brief 
pauses at the Oise, raced westward so fast that their 
opponents were utterly confused. As an example, Kleist 
related — ' ' I was half-way to the sea when one of my staff 
brought me an extract from the French radio which said 
that the commander of their 6th Army on the Meuse had 
been sacked, and General Giraud appointed to take charge 
of the situation. Just as I was reading it, the door opened 
and a handsome French general was ushered in. He intro- 
duced himself with the words, C I am General Giraud*. He 
told me how he had set out in an armoured car to look for 
his Army, and had found himself in the midst of my forces 
far ahead of where he had expected them to be. My first 

How Hidei Beat France — and Saved Biitain 137 

encounter with the British was when my tanks came upon, 
and overran, an infantry battalion whose men were 
equipped with dummy cartridges, for field exercises. This 
was a sidelight on the apparent unexpectedness of our 
arrival.'* The Germans poured like a flood across the 
back areas of the B E.F. while the bulk of it was still deep 
in Belgium. 

Kleist continued: k€ In sum, our advance met no 
serious opposition after the break-through. Reinhardt's 
Panzer Corps had some fighting near Le Gateau, but that 
was the only noteworthy incident. Guderian's Panzer 
Gorps, sweeping farther south, reached Abbeville on the 
20 th, thus splitting the Allied armies. Wietersheim, with 
the motorized divisions, was close on its heels, and promptly 
took over the defence of the sector along the Somme from 
Peronne to Abbeville, while Guderian turned north next 
day," He had already cut the B.E.F.'s communications 
with its bases ; he was now aiming to cut it off from retreat 
to the sea. 

The German higher command had a bad shock that 
day, however, although it did not affect Kleist — who was 
unaware of it at the time, as he had gone forward to 
Abbeville on the 20th immediately after the place was 
occupied. As he had driven deeper into France his flank 
guards had been 1 elieved in turn by a system of relays — as 
part of the process of maintaining the momentum of the 
advance. The infantry corps were backing up his panzer 
corps, and they came under his orders for a day or two at 
each stage while they took up defensive positions on the 
flanks* But, in the later stages, the pace of the panzers 
became so fast as to leave a dangerous interval behind 
them. A small British counter-attack force suddenly 
inserted a wedge into the gap. 

Rundstedt told me: "A critical moment in the drive 
came just as my forces had reached the Channel. It was 
caused by a British counter-stroke southward from Arras 
towards Cambrai, on May 21. For a short time it was 

1 38 The Other Side of the Hill 

feared that our armoured divisions would be cut off before 
the infantry divisions could come up to support them. 
None of the French counter-attacks carried any seiious 
threat as this one did." (It is remarkable to learn what a, 
jar this gave the Germans and how it nearly upset their 
drive, for it was delivered by a very small force, part of 
General MarteFs 50th Northumbrian Division with the 
4th and 7th Battalions Royal Tank Regiment It is cleai 
that if there had been two British armoured divisions, 
instead of battalions, the whole German plan might have 
been paralysed.) 

That proved to be the last effort to cut the net which 
the Germans had cast across the rear of the Allied armies 
in Belgium — a net which was soon drawn tighter. Hitler 
was justified by the issue, against all the judgment of his 
generals. Yet they were justified in their doubts on any 
basis of probability. No reasonable estimate of the prospect 
could have reckoned that the French Commander-in-Chief, 
General Gamelin, would have made such an elementary 
blunder as to leave the hinge of his advance almost un- 
covered when he rushed the whole of his left wing armies 
into the central plains of Belgium to meet the threat there* 
But for that extraordinary oversight, it is almost certain 
that Hitler's attack would have had only a limited success. 
If it had penetrated only a short distance over the French 
frontier, and stuck there, the whole course of the war, 
and of the world in our time, would have been very 

Blumentritt said (and others endorsed this) : "The fact 
that Hitler's 'judgment 5 had been justified in face of his 
generals intoxicated him, and made it much more difficult 
for them ever to argue with, or restrain him, again/ 5 Thus, 
in the end, the 13th May proved even more unlucky for 
them — and for Germany — than it did for France. 

The turn of fortune began barely a week later. 
Ironically, it started from a strange instance of restraint 
on Hitler's part, not from his generals 5 caution. 

How Hitler Beat Fiance — and Saved Britain 139 

hitler's "halt" order 

On wheeling north, Guderian's Panzer Corps headed 
for Calais while Reinhardt's swept west of Arras towards 
St. Omer and Dunkirk. On the 22nd, Boulogne was 
isolated by Guderian's advance, and next day Calais. 
That same day Reinhardt reached the Aire-St Omer 
Canal, less than twenty miles from Dunkirk — the only 
escape port left to the B.E.F. The German armoured 
forces were much nearer to it than the bulk of the B.E.F. 

"At that moment/ 5 Rundstedt told me, €C a sudden 
telephone call came from Colonel von Grieffenberg at 
O.K.H., saying that Kleist's forces were to halt on the 
line of the canal. It was the Fuhrer's direct order — and 
contrary to General Haider's view. I questioned it in a 
message of protest, but received a curt telegram in reply, 
saying : 'The armoured divisions are to remain at medium 
artillery range from Dunkirk' (a distance of eight or nine 
miles). 'Permission is only granted for reconnaissance and 
protective movements 5 ." 

Kleist said that when he got the order it seemed to 
make no sense to him. "I decided to ignore it, and to 
push on across the Canal. My armoured cars actually 
entered Hazebrouck, and cut across the British lines of 
retreat. I heard later that the British Commander-in- 
Chief, Lord Gort, had been in Hazebrouck at the time* 
But then came a more emphatic order that I was to 
withdraw behind the canal. My tanks were kept halted 
there for three days." 

Thoma, who was chief of the tank side of the General 
Staff, told me that he was right up forward with the leading 
tanks, near Bergues, where he could look into the town of 
Dunkirk itself. He sent back wireless messages direct to 
O.K.H., begging for permission to let the tanks push on. 
But his appeal had no effect. Referring to Hitler's attitude, 
he bitingly remarked: "You can never talk to a fool. 
Hitler spoilt the chance of victory " 


The Other Side of the Hill 

Meanwhile the British forces streamed back towards 
Dunkirk, and cemented a defensive position to cover their 
re-embarkation. The German tank commanders had to 
sit and watch the British slipping away under their very 

"After three days the ban was lifted, 59 Kleist said, "and 
the advance was resumed — against stiffening opposition. 
It had just begun to make headway when it was inter- 
rupted by a fresh order from Hitler — that my forces were 
to be withdrawn, and sent southw ard for the attack on the 
line that the remainder of the French Army had impro- 
vised along the Somme. It was left to the infantry forces 
which had come down from Belgium to complete the 
occupation of Dunkirk — after the British had gone/ 3 

hitler's reasons 

A few days later Kleist met Hitler on the airfield at 
Gambrai, and ventured to remark that a great opportunity 
had been lost of reaching Dunkiik before the British 
escaped. Hitler replied- ''That may be so. But I did not 
want to send the tanks into the Flanders marshes — and the 
British won't come back in this war 55 

To others Hitler gave a somewhat different excuse — 
that so many of the tanks had fallen out from mechanical 
breakdowns that he wanted to build up his strength and 
reconnoitre the position before pushing on. He also 
explained that he wanted to be sure of having sufficient 
tanks in hand for the subsequent offensive against the rest 
of the French Army. 

I found that most of the generals, including Kleist,, 
had accepted these explanations with little question, 
though they were sore about the decision that had deprived 
them of complete victory. They felt that Hitler's anxietv 
about the marshy ground was exaggerated, and were 
convinced that they could have easily avoided it. They 
knew that lots of fresh tanks had been arriving daily to 
replace wastage* Nevertheless, Hitler's decision was 

How Hitler Beat France — and Saved Britain 141 

KB n i 

assumed to be purely an error of judgment or excess of 

But certain members of Rundstedt's staff regarded the 
excuses as thin, and believed that Hitler had a deeper 
motive for his halt order. They connected it with the 
surprising way he had talked when visiting their head- 
quarters at Gharleville on May 24th, the day after the 
armoured forces had been halted in their stride. 

Hitler was accompanied by only one of his staff, and 
talked in private to Rundstedt and the two key men of 
his staff — Sodenstern and Blumentntt Here is what 
the latter told me — "Hitler was in very good humour, he 
admitted that the course of the campaign had been 'a 
decided miracle 9 , and gave us his opinion that the war 
would be finished in six weeks. After that he wished to 
conclude a reasonable peace with France, and then the 
way would be free for an agreement with Britain. 

"He then astonished us by speaking with admiration 
of the British Empire, of the necessity for its existence, and 
of the civilization that Britain had brought into the world. 
He remarked, with a shrug of the shoulders, that the 
creation of its Empire had been achieved by means that 
were often harsh, but 'where there is planing, there are 
shavings flying 5 . He compared the British Empire with 
the Catholic Church — saying they were both essential 
elements of stability in the world. He said that all he 
wanted from Britain was that she should acknowledge 
Germany's position on the Continent, The return of 
Germany's lost colonies would be desirable but not 
essential, and he would even offer to support Britain with 
troops if she should be involved in any difficulties anywhere. 
He remarked that the colonies were primarily a matter 
of prestige, since they could not be held in war, and few 
Germans could settle in the tropics, 

"He concluded by saying that his aim was to make 
peace with Britain on a basis that she would regard as 
compatible with her honour to accept. 


The Othei Side of the Hill 

"Field- Marshal von Rundstedt, who was always for 
agreement with France and Britain, expressed his satis- 
faction, and later, after Hitler's departure, remarked with 
a sigh of relief— c Well if he wants nothing else, then we 
shall have peace at last/ 35 

When Hitler continued to keep on the brake, Blumen- 
tritt's thoughts ran back to this conversation. He felt 
that the "halt 53 had been called for more than military 
reasons, and that it was part of a political scheme to make 
peace easier to reach. If the British Army had been cap- 
tured at Dunkirk, the British people might have felt that 
their honour had suffered a stain which they must wipe 
out. By letting it escape Hitler hoped to conciliate 

This conviction of Hitler's deeper motive was con- 
firmed by his strangely dilatory attitude over the subsequent 
plans for the invasion of England. "He showed little 
interest in the plans, 55 Blumentritt said, "and made no 
effort to speed up the preparations. That was utterly 
different to his usual behaviour 55 Before the invasion of 
Poland, of France, and later of Russia, he repeatedly 
spurred them on. But on this occasion he sat back. 

Since the account of his conversation at Charleville 
and subsequent holding back comes from a section of the 
generals who had long distrusted Hitler's policy and 
became more hostile to him as the war continued, that 
makes their testimony on this point more notable. They 
have criticized Hitler on almost every score. It would be 
natural to expect, that, in the present circumstances, they 
would portray him as intent on the capture of the British 
Army, and themselves as holding him back. Their 
evidence has the opposite effect. They very honestly admit 
that, as soldiers, they wanted to finish off their victory, 
and were upset at the way they were checked from doing 
so. Significantly, their account of Hitler's thoughts about 
England at the decisive hour before Dunkirk fits in with 
much that he himself wrote earlier in Mein Kampf—axid it is 

How Hitler Beat France — and Saved Britain i 43 

remarkable how closely he followed his own bible in other 

Was this attitude of his towaids England prompted 
only by the political idea, which he had long entertained, 
of securing an alliance with her? Or was it inspired by a 
deeper feeling which reasserted itself at this crucial moment? 
There were some complex elements in his make-up which 
suggest that he had a mixed love-hate feeling towards 
England similar to the Kaiser's- 

Whatever be the true explanation, we can at least be 
content with the result. For his hesitations came to 
Britain's rescue at the most critical moment of her history. 



The second and final phase of the campaign in France 
opened on June 5th, when the new German offensive was 
launched southward over the Somme That was barely a 
week after the bulk evacuation of the B E.F. from Dunkirk 
had begun, and the day after the last ship had sailed from 

In their severed left wing the French had lost 30 
divisions 3 nearly a third of their total forces, including 
the best part of their scanty number of mechanized divi- 
sions. They had also lost the help of 12 British divisions, 
for all that remained in France were two that had not 
been with the main body of the B.E.F when the blow fell. 
Weygand, who had now replaced Gamelm, was left with 
66 divisions, mostly depleted or of inferior quality, to hold 
a stretch that was longer than the oiiginal front. The 
Germans, on the other hand, had now had time to bring 
up the mass of their marching divisions, which had taken 
liftle part in the first offensive. 

The most striking feature of the new offensive was in 
its prelude — the fact that the German armoured divisions, 
all of which had been engaged in the westward drive to 
the Channel, could be switched southwards or eastwards 
in so short a time ready for the next stroke. Such rapidity 
of reconcentration in a fresh direction was proof that 
mechanized mobility had transformed strategy. 

In the new offensive Rundstedt's Army Group once 
again played the decisive role. It was not definitely cast 
for that in the plan. While Rundstedt had the larger 
front and forces, six of the ten German armoured divisions 


nil g v ^ xv> £ •* . § 

ill a* v. V * v \ j *. -a a vi lis K 

J- \ 
* **» \ 



if i 




The Other Side of the Hdl 

were allotted to Bock's Army Group at the outset* But 
the planning was flexible and the pattern developed from 
the course of the battle. The change of pattern was another 
proof of the power conferred by mechanized mobility. 

Nothing could have been more concise than the way 
Rundstedt summed up the battle in our first talk — "There 
was tough going for a few days but the issue was hardly in 
doubt. The offensive was opened by Bock's Army Group, 
on the right wing. I waited until his attack had made 
headway, across the Somme, before joining in the offensive 
My armies met with strong resistance in crossing the Aisne, 
but after that it was easy. The vital thrust was that made 
over the Plateau de Langres towards Besan§on and the 
Swiss frontier, behind the back of the French right wing 
in the Maginot Line." 

The opening of the offensive, by the German right wing, 
had not fulfilled expectations where success was most 
desired, though it had surpassed expectations on a secondary 
sector where the obstacles had appeared greater. 

On the extreme right, between Amiens and the sea, the 
attack was delivered by Kluge's 4th Army, as the 18th 
Army, originally the right of the line, had been left behind 
to clear up the position at Dunkirk. Kluge was given one 
panzer corps, and owing to a speedy cut through by 
RommePs 7th Armoured Division, his advance soon reached 
the Seine at and around Rouen. The French troops here 
were thrown into confusion and made little attempt to 
defend the crossings, so that the Germans got over the 
liver on the heels of the French. 

But it was not here that the decisive stroke had been 
contemplated — for no reasonable plan could have reckoned 
on such a smooth passage of a broad river-line that was 
easy to defend. The main weight of the attack by Bock's 
Aimy Group had been placed with Reichenau's 6th Army, 
on the sector east of Amiens, where more decisive results 
were anticipated. 

What happened here was related by Bechtolsheim, 

The End in France and the First Frustration 147 

Reichenau's Chief of Staff, "General von Kleist's Panzer 
Group was placed under the 6th Army for this attack. 
Its composition differed from that in the first offensive, for 
Guderian had been transferred to Aimy Group "A" in 
Champagne, and his corps had been replaced by 
Hoeppner's 16th Panzer Corps. We made a two-pronged 
thrust. Wietersheim's 14th Panzer Corps attacked from 
the bridgehead over the Somme that we had gained at 
Amiens, and Hoeppner's from the bridgehead at Peronne. 
The idea was that they should converge to join hands on 
the Oise beyond St. Just-en-Chaussee. After that, the 
decision was to be taken whether the advance should be 
pursued east or west of Paris. 

"In planning the attack there were some arguments 
about this method. Personally, I should have preferred 
to concentrate the two panzer corps in a single punch, 
but in the end General von Reichenau decided in favour 
of the pincer stroke from the two bridgeheads. The 
drive might have gone quicker if the weight had been 

"When the attack was launched it met stiff opposition 
in the 'Weygand Line 5 for the Gist three or four days. As 
a result, contrary to anticipation, the decisive break- 
through was not made on our sector, but on the Aisne 
east of Soissons. Thereupon O.K.H. decided to withdraw 
General von Kleist's Panzer Group from us, and move it 
east to exploit this breach. Naturally we were disappointed, 
for it was a repetition of what had happened to us in 

Kleist continued the story. "Wietersheim's Corps had 
actually gained a bridgehead over the Oise at Pont Sainte 
Maxence, but Hoeppner's advance was delayed by heavy 
fighting west of Noyon. By this time a break-through had 
been achieved in Champagne. Although the attack there 
did not start until the gth, the passage of the Aisne was 
quickly forced and Guderian's Panzer Group pushed 
through the gap made by the 12th Army east of Reims. 

The Other Side of the Hill 

The 9th and 2nd Armies had also broken through west of 
Reims, and I now received orders to pull out of the battle 
I was fighting, and bring my forces back and round to 
exploit this opening- We made a long circuit behind the 
front, north of Gompiegne, then crossed the Aisne at 
Soissons, and next the Marne at CMteau Thierry, after 
which we headed for Troyes. By this time the French were 
collapsing in confusion, so we drove on past Dijon down 
the Rhone valley to Lyons without check. Another big 
switch took place before this drive finished, for Wieter- 
sheim's Corps was bi ought back and round for a south- 
westerly drive to Bordeaux, and then to the Spanish 
frontier beyond Biarritz. 55 

What had happened m the course of the break-through 
on the Aisne was told by Blumentritt. "There was only 
one big strategic decision taken during this offensive. 
When Guderian's Panzer Group was light through the 
French fiont and leached the area between St. Dizier and 
Ghaumont, on ihe upper Marne, the question arose which 
of thiee couises it should take. Should it turn east, over 
the Plateau de Langres, towards the Swiss frontier, m 
order to cut off the French armies in Alsace? Should it 
advance south-east over the plateau to Dijon and Lyon, 
in order to reach the Mediterranean and to help the 
Italians over the Alps ? Should it turn south-west towards 
Bordeaux, in order to cut off the French armies retreating 
from the Pans aiea to the Loire and beyond? Three short 
wireless cues were prepared beforehand for this purpose. 55 

In the event, Guderian was directed to follow the first 
course, while Kleist's Panzer Group, racing up on its 
right after passing through the gap on the Aisne, carried 
out both the second and third. For by that time the 
French armies were breaking up into incoherent fragments, 
and the Germans could safely take the risk of splitting 
their own forces. 

Guderian was already sweeping across the rear of the 
Maginot Line when, on June 14th, Leeb's Army Group 

The End in France and the First Frush ation i 49 

"C" joined in the battle by striking at that famous barrier. 
Significantly, the Germans had not ventured to attack it 
direct until it was undercut; and even then their efforts 
were in the nature of probing. The main one was a narrow- 
fronted assault by Heinrici's 12 th Corps (of the 1st Army) 
near Puttlingen, south of Saarbrucken, while a secondary 
effort was made a hundred miles to the south, on the 7th 
Army front, where the Rhine was crossed near Golmar. 

Heinrici told me that he broke through the Line in 
twelve hours. But in further discussion he admitted that 
this break-through only took place after the defence had 
been weakened and the French were in process of with- 
drawing. "On the 14th my troops penetrated at two 
points, after stiff fighting. I had ordered a continuance of 
the attack for the 15th when at midnight an intercepted 
French order was brought to me, showing that the defenders 
of the Maginot Line had been ordered to withdraw. So our 
operation next day became a pursuit rather than an assault, 53 

What had been happening meanwhile on the other 
flank, where the German offensive had started, was 
described by Bechtolsheim — resuming his account from 
the point where one of Kleist's panzer corps had gained a 
bridgehead over the Oise at Pont Sainte Maxence, before 
being pulled out and switched to the Aisne. "When our 
infantry relieved the tanks and pushed on beyond the 
Oise, an awkward problem was presented by the outer Hue 
of fortifications covering the approach to Paris that the 
French had built near Senlis, General von Reichenau 
was doubtful about the best way of tackling this obstacle, 
but then decided to turn it by moving round the eastern 
flank. However, the French retreat saved us trouble 
When they abandoned Paris, our right corps was trans- 
ferred to the 1 8th Army, which had now arrived from the 
north, for the move into the capital, while we continued 
our advance southward. After crossing the Seine at 
Gorbeil and Montereau, we pushed on to the Loire. We 
found the bridges at Sully and Gien had been blown up, 

1 50 The Othei Side of the Hill 

but we captured those at Orleans intact by a coup de main. 
The advance was essentially a pursuit all the way from 
the Marne to the Cher, where it ended. There was not 
much fighting/ 5 

Summing up the general course of the offensive, 
Blumentritt said: i 'Only the crossing of the Aisne, which 
was strongly defended by the French, involved a serious 
engagement. Here, the armoured divisions were not 
launched until the infantry had forced the passage; even 
so, they had some stiff opposition beyond the river before 
they broke through. After that, the fighting became less 
and less strenuous. The armoured divisions pushed on 
without stopping, or without bothering about their exposed 
flanks, and flooded the south of France The German 
infantry followed them up in forced marches of forty to 
sixty kilometres a day, liquidating such fractions of the 
French Army as were still holding out after the tanks had 
driven on. On many of the main roads our armoured 
forces advanced without opposition past French columns 
that were marching back in the same direction. 

"During this stage the Luftwaffe woiked in close co- 
operation with the armoured divisions, in a new form of 
'street tactics 5 . When a place was defended, the bombers 
were called up to attack it, and then the advanced detach- 
ment of the division took it; meanwhile the bulk of the 
division, without leaving the road, usually waited in a 
long column (nearly a hundred miles in length) until the 
road ahead was clear. This was possible only because we 
had air superiority, because the enemy's anti-tank defence 
was inadequate, and mines were as yet little used. 

"In the 1940 campaign the French fought bravely, but 
they were no longer the French of 191 4-1 8 — of Verdun 
and the Somme. The British fought much more stub- 
bornly, as they did in 1914-18. The Belgians in part 
, fought gallantly; the Dutch, only a few days. We had 
* superiority in the air combined with more up-to-date 
4 tanks than the French. Above all, the German tank troops 

The End in France and the First Frustration 1 5 1 

were more mobile, quicker and better at in-fighting, and 
able while in movement to turn wherever required by 
their leader. This, the French at that time were unable 
to do. They still thought and fought more in the tradition 
of the First World War. They were not up to date either 
in leadership or m wireless control. When they wanted 
to change direction on the move, they had to halt first, give 
fresh orders, and only then were they able to start again. 
Their tank tactics were out of date — but they were brave !" 

This authoritative German verdict should correct the 
hasty judgments that the world passed on the defenders 
of France. While the final collapse was accelerated by a 
rapidly spreading breakdown of morale, it is clear that the 
issue of the second ""offensive was a foregone conclusion. 
Defeat was inevitable from its outset, though it might have 
been delayed a little longer. 

On an elementary calculation of forces in relation to 
space — the space that had to be covered between the 
Somme and the Swiss frontier — Weygand had an insoluble 
problem to meet. A calculation in terms of quantity 
multiplied by technical quality only makes the situation 
look more hopeless. It is more surprising that the British 
Government, and even part of the French, continued to 
cherish illusions after Dunkirk, than that soldiers like 
Weygand and Petain abandoned hope as soon as the 
Somme-Aisne line began to crack. But the strangest 
feature of the whole period is that the German generals 
should have counted on cutting off the Allied left wing in 
Belgium, yet not expected a general collapse of French 
resistance — its almost mathematically calculable conse- 
quence. When that collapse came, it was soon clear that 
they had failed to reckon with such a probability, and were 
unprepared to follow it up. 


After the collapse of France the German Army relaxed 
with a happy feeling that the war was over and that the 

15a The Other Side of the Hill 

fruits of victoiy could be enjoyed at leisure. Blumentritt's 
account of the sequel conveys a vivid impression of the 
prevailing attitude. "Immediately following the armistice 
with France, oiders came from OIH, to form the staff 
for the victory parade in Paris, and to despatch the troops 
that were assigned to take part in the parade. We spent 
a fortnight working on the organization of this parade. 
Spirits were high, as everyone counted on a general peace. 
Preparations for demobilization had already begun, and 
we had received a list of the divisions that were to be sent 
home for disbanding. 55 

After a few weeks, however, the victory mood began to 
subside, and a feeling of uneasiness grew m the absence of 
any sign that Britain was disposed to make peace. Hopeful 
rumours filled the void. "There was talk of negotiations 
with Biitain being conducted through Sweden; then, 
through the Duke of Alba 55 But nothing definite came 
in the way of confirmation. 

The first indication that Hitler was considering an 
invasion of England came on July 2nd, when he directed 
the heads of the three Services to study the problem, and 
called for intelligence appreciations from them. But he 
ended by emphasizing that "the plan is in its infancy", 
and added: "So far it is only a question of preparing for a 
possible event " Two weeks passed before the next 

On July 1 Gui, nearly a month after the collapse of 
France, Hitler issued a directive saying: "Since England, 
in spite Qi her militarily hopeless situation, shows no sign of 
coming to terms, I have decided to prepare a landing 
operation against England and, if necessary, to carry it 
out. ... The preparations for the entire operation must 
be completed by mid-August. 55 The order, however, 
sounded very "iffy 55 . 

Hitler's disinclination to invade England had been 
manifest at a conference with the Commander-in-Chief of 
the Navy, Admiral Raeder, on July nth. The record of 

The End in France and the First Frustration 153 

this conference was in the archives captured after the war. 
Proceedings began with a long discussion, not of the 
problem of invading England, but of the development of 
Norway — a matter in which Hitler showed more interest. 
He expressed his intention of building "a beautiful German 
city" in the fiord near Trondheim, and ordered plans to 
be submitted. Later, the question of invading England was 
discussed Raeder considered that "an invasion should be 
used only as a last resort to force Britain to sue for peace" 
He dwelt on the many difficulties of the venture, and the 
lengthy transport preparations required, as well as the 
need for air superiority. When he had finished Hitler 
expressed his views, which are thus summarized in the 
record: "The Fuhrer also views invasion as a last resort, 
and also considers air superiority a prerequisite." 

Although the operational directive was issued on the 
1 6th, its tentativeness was emphasized by Hitler's step three 
days later in making a peace appeal to Britain in his speech 
to the Reichstag on the victory in France. He struck a 
remarkably moderate note, deploring the possibility of a 
w T ar to the bitter end, and dwelling on the sacrifices it 
would entail for both sides. Even the cynical Italian 
Foreign Minister, Count Ciano, was impressed and noted 
in his diary: "I believe that his desire for peace is sincere. 
In fact, late in the evening, when the first cold British 
reactions to the speech arrive, a sense of ill-concealed 
disappointment spreads among the Germans . . . they 
are hoping and praying that this appeal will not be 

Next morning he called on Hitler, and noted in his 
diary: "He confirms my impressions of yesterday. He 
would like an understanding with Great Britain. He 
knows that war with the British will be hard and bloody, 
and knows also that people everywhere to-day are averse 
to bloodshed." On returning to Rome, however, Ciano 
found that Mussolini was upset by the speech, fearing that 
the English would respond to Hitler's appeal and consider 

1 54 The Other Side of the Hill 

a negotiated peace. "That would be sad for Mussolini, 
because now more than ever he wants war. 5 * 

On the 2 1 st Hitler held a conference of his higher 
commanders His opening remarks showed that he was 
puzzled as to the grounds for Britain's persistence in carry- 
ing on the war. He could only imagine that she was 
hoping that America or Russia would enter the war, but 
it did not seem likely that either would, though Russia's 
entry "would be unpleasant for Germany especially on 
account of the threat from the air 55 . Then he came to the 
question of invading England, and began by pointing out 
that it would be "an exceptionally hazardous undertaking, 
because even if the way is short, this is not just a river 
crossing, but the crossing of a sea which is dominated by 
the enemy. Operational surprise cannot be expected; a 
defensively prepared and utterly determined enemy faces 
us 95 . He went on to emphasize the difficulties of reinforce- 
ment and supply after a landing. He insisted that "com- 
plete mastery of the air 55 was essential before starting, and 
that as the venture depended on sustained air support, 
which in turn depended on the weather — which was 
usually bad during the second half of September — the 
main operation must be completed by the 15th. The 
survey ended with the declaration* "If it is not certain 
that preparations can be completed by the beginning oi 
September, other plans must be considered. 55 The whole 
address breathed doubt, and the final note implied that 
his mind was turning elsewhere 

It is interesting to look up one's notes of the situation 
in England at that time. The Navy's dispositions did not 
promise a very prompt intervention in the Channel, for 
the British admirals were almost as anxious about the 
menace of the German Air Force as the German admirals 
were about the interference of the British Navy. But on the 
same day that Hitler's directive was issued, I heard authori- 
tatively that Britain's fighter strength, gravely depleted in 
covering the evacuation from Dunkirk, had been built up 

The End in France and the Fast Frustration 155 

again to its former level — its fifty-seven squadrons now 
comprised over a thousand machines, with reserves* 

During the six weeks since Dunkirk the land forces 
available to meet an invasion had been so scanty that even 
a few enemy divisions might have brushed them aside. 
But although the reorganization and re-equipment of the 
land forces evacuated from France was still a slow process, 
one felt that with the restoration of our fighter strength in 
the air the primary assurance against invasion had been 
achieved, and that the danger of this succeeding was on 
the wane. Nevertheless, a glimpse of "the other side of 
the hill 35 , as an unseen onlooker at Hitler's conferences, 
would have been still more cheering. So would a glimpse 
into the reports of the German Intelligence service. For 
they grossly over-estimated even the strength of our land 
forces. It is not surprising that Hitler and his generals 
had growing doubts as they studied the problem 

Only the air marshals, headed by Goenng, showed 
confidence in fulfilling their part — the double role of 
dominating the Royal Air Force and checking the Royal 
Navy's intervention. It may have been only their 
assurance which kept the plan alive. 

The German generals and admirals had a common 
mistrust of Goering's promises, but they did not agree 
among themselves. A landing force of 40 cjivisions was 
originally proposed, but had to be scaled down to 13 
divisions because the Naval High Command declared that 
it was impossible to transport more. The remainder were 
to be sent over at intervals, in three more waves, if con- 
ditions allowed. The panzer menace would not have been 
as great as the British expected, for only small elements 
were included in the landing force, and the bulk were held 
back until a later stage. The Army High Command 
insisted that the landings should be made on the widest 
possible front — from Ramsgate to Lyme Bay at least — in 
order to distract and stretch the British reserves. But the 
Naval High Command insisted that they could only protect 


The Other Side of the Hill 

a passage and landing on a narrow front, no farther west 
than Eastbourne. The argument raged for two or three 
weeks. Haider declared that the Navy's proposal spelt 
"complete suicide 35 for the Army — "I might just as well 
put the troops that have been landed straight through a 
mincing machine/' The Naval Chief of Staff retorted that 
it would be equally suicidal to cross the Channel on a wider 

Eventually the controversy ended in a compromise, 
ordained by Hitler, that satisfied neither service. By that 
time it was the middle of August, and the completion of 
the preparations had been deferred until the middle of 
September. As Goering had begun his preliminary air 
offensive on the 13th, both the generals and the admirals 
felt the more inclined to wait and see whether the Luftwaffe 
mastered the R.A.F., or whether by failing it conclusively 
settled the issue against attempting invasion. 

Discussing the invasion plans with Rundstedt, I asked 
him about the timing and the reasons for cancelling the 
invasion. He replied: u As the first steps to prepare for an 
invasion were only taken after the French capitulation, no 
definite date could be fixed when the plan was drafted. 
It depended on the time required to provide the shipping, 
to alter them so they could carry tanks, and to train the 
troops in embarking and disembarking. The invasion was 
to be made in August if possible, and September at the 
latest. The military reasons for its cancellation were 
various. The German Navy would have had to control 
the North Sea as well as the Channel, and was not strong 
enough to do so. The German Air Force was not sufficient 
to protect the sea crossing on its own. While the leading 
part of the forces might have landed, there was the danger 
that they might be cut off from supplies and reinforce- 
ments. 33 I asked Rundstedt whether it might not have 
been possible to keep the invasion forces supplied by air for 
a time — as was done on a very large scale in Russia during 
the winter of 194 1. He said the system of air supply was 

The End in France and the First Frustration 157 

x not sufficiently developed in 1 940 for this possibility to be 

Rundstedt then outlined the military side of the plan. 
"The responsibility of commanding the invasion fell to me, 
as the task was assigned to my Army Group. The 16th 
Army under General von Busch was on the right, and the 
9th Army under General Strauss was on the lelt. They 
were to sail from ports stretching from Holland to Le 
Havre. The 16th Army was to use ports from Antwerp 
to Boulogne, while the 9th Army was to use the ports 
between the Sorrrme and the Seine. No landing was to 
be made north of the Thames. 55 Rundstedt indicated on 
the map the sector over which the landings were to be 
made, stretching from Dover to near Portsmouth. "We 
were then to push forward and establish a much larger 
bridgehead along an arc south of London. It ran up 
the south shore of the Thames to the outskirts of London, 
and then south-westwards to Southampton Water. 33 In 
answer to a further question, he said the original idea 
was that part of Reichenau 3 s 6th Army — from Bock's 
Army Group — was to land on the coast west of the Isle 
of Wight, on both sides of Weymouth, to cut off the 
Devon-Cornwall peninsula, and drive north to Bristol. 
But that was dropped, except as a possible later 

In further discussion he conveyed that he never had 
much confidence in the prospects of successful invasion, 
and that he was often thinking of how Napoleon had been 
baffled. In that sense the German generals seem to have 
been hampered by being historically minded — as they were 
once again in Russia the following autumn. 

Brauchitsch seems to have been rather more hopeful 
than Rundstedt. That is the impression I gathered from 
General Siewert, who was wit& him at the time. When 
I asked him about Brauchitsch's views as to the practi- 
cability of the plan, he replied: "If the weather was 
favourable, and given time to prepare, and considering 

The Other Side of the Hill 

Britain's great losses at Dunkirk, Field- Marshal von 
Brauchitsch thought it a possibility." But I gathered that 
the thought was prompted by the wish, because he could 
see no other way of gaining peace in face of Mr. Churchill's 
refusal to consider any proposals for peace. "Our idea 
was to finish the war as soon as possible, and we had to 
get across the water to do that. 95 "Then why wasn't it 
carried out," I asked. "There were many preparations 
in progress, but the weather outlook was not too good. 
The attempt was supposed to be carried out in September 
but Hider cancelled all the preparations because he thought 
it impracticable. The Navy's heart was not in it, and it 
was not strong enough to protect the flanks. Neither was 
the German Air Force strong enough to stop the British 

What the soldiers told me about the Navy's attitude 
was amply borne out by the views gathered from a number 
of admirals, among them Voss, Brinkmann, Breuning, and 
Engel. One very significant comment seemed to express 
the common view: "The German Navy was utterly 
unprepared to hold off the British Navy, even for a short 
time. Moreover, the accumulation of barges brought from 
the Rhine, the Elbe and the Dutch canals were quite 
unsuitable." In discussion some said that they did not 
believe these barges were massed with the idea ol using 
them, and doubted whether an invasion of England was 
really intended There was a sense of play-acting — as if 
most of the higher people concerned were pretending to 
be more serious about the project than they were. "From 
what we learnt later about Britain's situation, it would 
seem that the war might have been won in July, 1940, 
if the German Intelligence service had been better; but 
most senior naval officers considered it lost on September 
3rd, 1939." In other words, from the day Britain entered 
the war. 

General Student gave me details of the part that 
the airborne forces were to have played in the invasion 

The End in France and the First F? usti ation 1 59 

plan, as well as some more interesting comments on the 
way he would have wished them to be used. As Student 
himself was then in hospital, recovering from the head 
wound he had suffered at Rotterdam, the airborne forces 
were commanded by General Putzier: ''Two divisions 1 
were to be employed, as well as 300 gliders — each of these 
carried a pilot and nine other men, three thousand in all. 
The intention was to use the airborne force for securing a 
bridge-head near Folkstone, about twenty miles wide and 
twelve miles deep. The intended dropping zone was kept 
closely under air observation. It was seen that obstacles 
were being quickly prepared — that the suitable landing 
fields were being filled with upright stakes — and it was 
assumed that minefields were also being laid there. 
For these reasons Putzier reported, at the end of 
August, that an airborne invasion was now out of the 

"If I had been still on the scene I should have urged 
the use of the parachute forces against England while your 
evacuation from Dunkirk was still in progress, to seize the 
ports where your troops were landing It was known 
that most of them had left Dunkirk without any of their 
heavier weapons. 

"Even if this project had been vetoed, my plans for the 
airborne part of the invasion would have been different to 
what was actually decided. I should have used my force 
to capture airfields considerably deeper inland than the 
intended bridge-head. Having captured these, I should 
have transported infantry divisions over by air, without 
tanks or heavy artillery — some to turn outwards and attack 
the coast defences from the rear, and some to move on 
London. I reckoned that one infantry division could be 
brought over by air in a day and a half to two days, and 
that this rate of reinforcement could be kept up" It 
seemed to me that Student's plan was optimistic, taking 

1 The Parachute Division and the 22nd Air-Landing Division, 
forming the XI Air Corps. 

160 The Other Side of the Hill 

account of the small force that could be carried in this way, 
and the time it would take to increase. 

"But the best time/ 5 Student again emphasized, "was 
immediately after Dunkirk — before your defensive measures 
were developed. We heard later that the people in Britain 
had a parachute psychology. That amused us, but theie 
is no doubt it was the best defensive precaution, properly 
directed/ 5 

The attitude shown in the decision that the airborne 
operation should be abandoned was symptomatic 
Although the preparations continued, the nearer they 
came to completion the further the will to invade receded 
The progress of the air offensive was not very encouraging, 
and all the doubters m the other services were prompt to 
stress that Goering's expectations were not being fulfilled 
as quickly as promised The strain that this "battle over 
Britain 55 was imposing on the defenders was unduly dis- 
counted. At the same time, the Intelligence reports 
emphasized, and exaggerated, the growth of the British 
defences on land — there is reason to suspect that this was, 
in part, deliberate. Hitler himself tended to emphasize 
not only the difficulties, but the ill-effects of failing in an 
invasion attempt. The "wait and see" note became louder 
as the pro-visional date approached. Hitlei kept on 
putting off the crucial decision about fixing a definite 
■ date, and on September 1 7th decided "to postpone 'Sea- 
Lion' indefinitely." 

Throughout the whole period the minutes of his con- 
ferences reek, not only of doubt, but of a deeper disinclina- 
tion. They tend to bear out the account that Blumentritt 
gave me. "Although 'Operation Sea-Lion 5 was ordered, 
and preparations made, the affair was not pushed forward. 
Hitler scarcely seemed to bother about it at all — contrary 
to his usual way— -and the staffs went on with their planning 
without any inclination. It was all regarded as a 'war 
game'. Field-Marshal von Rundstedt did not take the 
affair seriously, and busied himself little with the work. 

The End in France and the First Frustration 161 

His Chief of Staff, General von Sodenstern, frequently went 
on leave After about the middle of August no one 
believed in its execution any longer, and from mid- 
September the means of transport — which were quite 
insufficient — were already being silently dispersed. By 
the end of September it was quite clear that the plan was 
not intended seriously, and it was dropped completely. 
Among ourselv es we talked of it as bluff, and looked forward 
to news that an understanding with Britain had been 
reached. 55 

It seems evident that the generals had no heart in the 
attempted invasion, and that the admirals were even 
more disinclined to make the venture. They took the 
gloomiest view of what the British Navy might do, Goering 
and the heads of the air force were the only people who 
were keen on the plan. They were allowed to test the 
Biitish strength in the air, but w r hen they failed to drive 
the R.A.F. out of the sky the generals and the admirals 
were quick to renew their objections to the venture — and 
Hitler was surprisingly ready to accept their excuses for a 
postponement. It was a permanent postponement. For 
his mind was already turning eastward. 



Discussion with the German generals brought fresh light 
on many facets of the campaign in North Africa and the 
war in the Mediterranean as a whole. Here are some of 
the chief points that came out. 

Egypt and the Suez Canal were saved, at the time the 
Biitish forces were weakest, by the Italians 5 jealousy of 
the Germans coupled with Hitler's indifference to the 
opportunity of capturing these keys to the Middle East. 

Cyprus was saved by the price the British made the 
Germans pay for the capture of Crete. 

Gibraltar was saved by Franco's reluctance to let the 
Germans into Spain. 

Malta was saved by Hitler's distrust of the Italian 

All that happened during 1941, when Britain's fortunes 
were at their lowest. In 1 942 the tide began to turn, with 
Russia's sustained resistance to Hitler's invasion, with the 
entry of America into the war following Japan's assault, 
and with the growth of Britain's own strength. But there 
was a long road to travel. It might have been longer but 
for Hitler's help. 

It was Hitler who ensured the British the chance to 
win such a victory at El Alamein as to decide the war in 
North Africa. For he forbade his generals to forestall 
Montgomery's attack by a timely step back that would 
have preserved them from crushing defeat, 

I gathered these revelations from various generals, but 
most of all from General von Thoma, the famous tank 
commander who was finally captured at Alamein, and 
from General Student, the Commander-in-Chief of 
Germany's airborne forces. 


Misfit in the Mediten anean 163 

Thoma related the origins of Germany's entry into the 
Mediterranean field. "I was sent to North Africa in 
October, 1 940, to report on the question whether German 
forces should be sent there, to help the Italians turn the 
British out of Egypt. After seeing Marshal Graziani, and 
studying the situation, I made my report. It emphasized 
that the supply problem was the decisive factor — not only 
because of the difficulties of the desert, but because of the 
British Navy's command of the Mediterranean. I said it 
would not be possible to maintain a large German Army 
there as well as the Italian Army. 

"My conclusion was that, if a force was sent by us, it 
should be an armoured force. Nothing less than four 
armoured divisions would suffice to ensure success — and 
this, I calculated, was also the maximum that could be 
effectively maintained with supplies in an advance across 
the desert to the Nile valley. At the same time, I said it 
could only be done by replacing the Italian troops with 
German. Large numbers could not be supplied, and the 
vital thing was that every man in the invading force 
should be of the best possible quality 

"But Badoglio and Graziani opposed the substitution 
of Germans for Italians. Indeed, at that time they were 
against having any German troops sent there. They 
wanted to keep the glory of conquering Egypt for them- 
selves. Mussolini backed their objections. While, unlike 
them, he wanted some German help, he did not want a 
predominantly German force." 

The importance of this revelation can be better realized 
if we remember that Thoma's mission to Africa was made 
two months before O'Connor's brilliant riposte, under 
WavelFs direction, broke up Graziani's attempted invasion 
of Egypt. The small and scantily-equipped British forces 
were capable of smashing the larger but worse equipped 
Italian Army. But the prospects would have been very 
dim if a German armoured force had been on the scene. 

It is all too likely that a picked force of four armoured 



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Misfires in the Mediterranean 165 

divisions, such as Thoma suggested, would have swept 
into Egypt — any time that winter. For O'Connor's force 
then consisted of only one armoured and one infantry 
division, both incompletely equipped. 

Now comes another remarkable disclosure. Mussolini 
got his own way — to defeat — partly because Hitler was not 
fired by the idea of throwing the British out of Egypt. 
That was very different to what the British imagined at 
the time. Yet it may be compared with his equally sur- 
prising attitude to the invasion of England, Thoma was 
struck by Hitler's indifference, though he is not the sort 
of man to speculate about the underlying motives. 

"When I rendered my report, Hitler said he could not 
spare more than one armoured division. At that, I told 
him that it would be better to give up the idea of sending 
any force at all. My remark made him angry. His idea 
in offering to send a German force to Africa was political. 
He feared Mussolini might change sides unless he had a 
German stiffening. But he wanted to send as small a force 
as possible." (It is to be noted, here, that Hitler had 
already suspended the plans for the invasion of England, 
and was considering plans for the invasion of Russia.) 

Thoma went on to say: "Hitler thought that the Italians 
were capable of holding their own in Africa, with a little 
German help. He expected too much of them. I had 
seen them in Spain, 'fighting 3 on the same side as we 
were. Hitler seemed to form his idea of their value from 
the way their commanders talked when he met them at the 
dinner-table. When he asked me what I thought of them, 
I retorted: Tve seen them on the battlefield, not merely 
in the Officers 9 Mess.' " (If Thoma spoke to Hitler like 
that, it is not surprising that he was out of favour after 
this talk.) "I told Hitler: c One British soldier is better 
than twelve Italians/ I added: c The Italians are good 
workers, but they are not fighters. They don't like 

The German General Staff was also against sending 

1 66 The Other Side of the Hill 

German forces to Africa, either on a big scale or a small 
scale. According to Thoma, Brauchitsch and Haider did 
not want to get involved m the Mediterranean at all. 
"Haider told me that he had tried to impress on Hitler 
the dangers of extending too far, and had pointedly 
remarked — c Our danger is that we win all the battles 
except the last one. 5 5 5 

But Hitler would not refrain from interfering in the 
Mediterranean, though he hesitated to go all out there. 
After Graziani's defeat, he sent a picked detachment 
there, under Rommel, to restore the situation. It was 
strong enough to frustrate British plans for the conquest 
of Libya — and to go on frustrating them for more than 
two years — but not strong enough to be decisive. The 
battle swayed to and fro, from the spring of 1941 to the 
autumn of 1942. 

Meanwhile, Britain's position in the Mediterranean 
was subject to serious threats elsewhere, though they never 
matured. That has tended to conceal how deadly they 
might have been. I gathered details of them from General 
Student, the Commander-in-Chief of Germany's airborne 

The most serious was the projected attack on Gibraltar — 
which could have barred the Western Mediterranean. He 
told me that in January, 1941, he was instructed to draft 
a plan for capturing Gibraltar by a parachute descent. 
He came to the conclusion that it was too big a job to be 
done by the parachute forces alone. His summing up 
was — "Gibraltar cannot be taken if the neutrality of Spain 
is observed by us. 

'After my report, 59 Student went on, "the plan was 
changed into the bigger one of capturing Gibraltar by an 
attack from the mainland. Eight divisions from France 
were to race through Spain. But this depended on the 
Spanish agreeing to let us through. Hitler did not want 
to take the risk of having to fight a way through Spain, 
He tried to persuade Franco, but Franco would not agree. 

Misfires in the Mediterranean 167 

The discussions went on for some time, but they proved 
fruitless. So the Gibraltar plan had to be dropped. 55 

Student then made the surprising disclosure that 
Hitler was not at all keen about the stroke that captured 
Crete — and gave the British such a shock in the Eastern 
Mediterranean. "He wanted to break off the Balkan 
campaign after reaching the south of Greece. When I 
heard this, I flew to see Goering and proposed the plan 
of capturing Crete by airborne forces alone Goering — 
who was always easy to enthuse — was quick to see the 
possibilities of the idea, and sent me on to Hitler. I saw 
him on April 21st. When I first explained the project 
Hitler said: c It sounds all right, but I don't think it's 
practicable.' But I managed to convince him in the end. 

"In the operation we used our one Parachute Division, 
our one Glider Regiment and the 5th Mountain Division, 
which had no previous experience of being transported by 
air. The 22nd Air-landing Division, which had the 
experience of the Dutch campaign, had been flown to 
Ploesti in March, to protect the Rumanian oilfields, as 
the Fiihrer was afraid of sabotage there. He was so 
concerned with this danger that he refused to release the 
division for the Crete operation." 

The air support was provided by the dive-bombers 
and fighters of Richthofen's 8th Air Corps, which had 
played such a vital part in forcing the entry into Belgium 
and France in turn. Student said: "I asked that this 
should be placed under my command, as well as the air- 
borne forces, but my request was refused. Then the higher 
direction of the whole operation was entrusted to General 
Lohr, who had been in command of all the air forces 
taking part in the Balkan campaign. However, I worked 
out all the plans for the operation — and was allowed a 
free hand in this respect. The 8th Air Corps was excellent, 
but its action would have been more effective if it had been 
placed under my direct control. 

"No troops came by sea. Such a reinforcement had 

The Other Side of the Hill 

been intended originally, but the only sea transport 
available was a number of Greek caiques. It was then 
arranged thai a convoy of these small vessels was to carry 
the heavier arms for the expedition — anti-aircraft and anti- 
tank guns, the artillery and some tanks — together with 
two battalions of the 5th Mountain Division. Escorted by 
Italian torpedo-boats, they were to sail to Melos, and wait 
there until we had discovered the whereabouts of the 
British fleet. When they reached Melos, they were told 
that the British fleet was still at Alexandria — whereas it 
was actually on the way to Crete. The convoy sailed for 
Crete, ran into the fleet, and was scattered. The Luft- 
waffe avenged this setback by 'pulling a lot of hairs 5 out 
of the British Navy's scalp. But our operations on land, 
in Crete, were much handicapped by the absence of the 
heavier weapons on which we had reckoned. 

"Although we succeeded in capturing the island, our 
casualties were heavy. We lost 4,000 killed and missing, 
apart from wounded, out of 22,000 men we dropped on 
the island — 14,000 of these wcie parachute troops and the 
rest belonged to the Mountain division Much of the loss 
was due to bad landings — there were very few suitable 
spots in Crete, and the prevailing wind blew from the 
inteiior towards the sea. For fear of dropping the troops 
in the sea, the pilots tended to drop them too far inland — 
some of them actually in the British lines. The weapon- 
containers often fell wide of the troops, which was another 
handicap that contributed to our excessive casualties. The 
few British tanks that were there shook us badly at the 
start — it was lucky there were not more than two dozen. 
The infantry, mostly New Zealanders, put up a stiff 
fight, though taken by surprise. 

"The Fuhrer was very upset by the heavy losses suf- 
fered by the parachute units, and came to the conclusion 
that their surprise value had passed. After that, he often 
said to me: 'The day of parachute troops is over.' 

"He would not believe reports that the British an. I 

Misfit es in the Mediterranean 


Americans were developing airborne forces. The face 
that none were used in the St. Nazaire and Dieppe raids 
confirmed his opinion. He said to me: 'There, you see! 
They are not raising such forces. I was right.' He only 
changed his mind after the Allied conquest of Sicily in 
1943. Impressed by the way the Allies had used them 
there, he ordered an expansion of our own airborne 
forces. But that change of mind came too laie — because 
by then you had command of the air, and airborne troops 
could not be effectively used in face of a superior air 

Returning to the events of 1941, Student said: "When 
I got Hitler to accepc the Crete plan, I also proposed that 
we should follow it up by capturing Cyprus from the air, 
and then a further jump from Cyprus to capture the Suez 
Canal. Hitler did not seem averse to the idea, but would 
not commit himself definitely to the project — his mind 
was so occupied with the coming invasion of Russia. 
After the shock of the heavy losses in Crete, he refused to 
attempt another big airborne effort, I pressed the idea 
on him repeatedly, but without avail. 

"A year later, however, he was persuaded to adopt a 
plan for capturing Malta. This was m April, 1942. The 
attack was to be carried out in conjunction with the Italians, 
My airborne forces, together with the Italian ones, were 
to be dropped on the island and capture a bridgehead, 
which would then be reinforced by a large Italian sea- 
borne force — of six to eight divisions. My force comprised 
our one existing Parachute division, three additional 
regiments that had not yet been organized as a division, 
and an Italian parachute division. 

"I hoped to carry out the plan not later than August — 
it depended on suitable weather — and spent some months 
in Rome preparing it. In June I was summoned to 
Hitler's headquarters for the final conference on the 
operation. Unfortunately, the day before I got there, 
Hitler had seen General Cruwell, who was just back from 

1 70 The Other Side of the Hill 

North Africa, and had been given a very unfavourable 
account of the state of the Italian forces and their morale. 

6 'Hitler at once took alarm. He felt that if the British 
Fleet appeared on the scene, all the Italian ships would 
bolt for their home ports — and leave the German airborne 
forces stranded. He decided to abandon the plan of 
attacking Malta." 

That decision was the more significant because Rommel 
had just won a striking victory over the British in North 
Africa, turning the Eighth Army out of the Gazala position 
and capturing Tobruk. Exploiting its confusion Rommel 
pursued it helter-skelter through the Western Desert. He 
came within reach of the Nile valley before he was checked 
on the Alamein line, at the beginning of July. 

That was the worst crisis which the British passed 
through in the Middle East. The situation was made all 
the more grave by the simultaneous collapse of Russia's 
southern armies in face of Hitler's new drive to the 
Caucasus. At Alamein, Rommel was hammering on the 
front door to the Middle East; in the Caucasus, Kleist was 
threatening the back door, 

Thoma declared, however, that the threat was accidental 
rather than intended. "The great pincer movement 
against the Middle East, which your people imagined to be 
in progress, was never a serious plan. It was vaguely 
discussed in Hitler's entourage, but our General Staff 
never agreed with it, nor regarded it as practicable." 

Even the threat to Egypt only developed haphazardly 
— out of the unexpected collapse of the Eighth Army in the 
Gazala-Tobruk battle. Rommel's forces were nothing like 
strong enough to attempt the conquest of Egypt. But he 
could not resist the temptation to push on in the flush of 
victory. That was his undoing. 

I asked Thoma whether it was true that Rommel was 
so confident of reaching the Suez Canal as appeared in 
some of the remarks he made to his officers. Thoma 
replied: "I'm sure he was not! He only expressed such 

Misfires in the Mediterranean 171 

confidence to encourage his troops, especially the Italians. 
He soon cooled down when he was checked by the British 
on the Alamein position. He knew that he needed sur- 
prise in order to throw the British off their balance, and 
he didn't see how he could possibly achieve a fresh surprise 
in face of the Alamein defences. Moreover, he knew that 
British reinforcements were continuously arriving, 

"Rommel realized that he had gone too far — with his 
limited forces and difficult supply line — but his success had 
caused such a sensation that he could not draw back. 
Hitler would not let him. The result was that he had to 
stay there until the British had gathered overwhelming 
forces to smash him. 53 

Thoma said that he had learnt most of this from 
Rommel and Rommel's chief subordinates. He himself 
had only gone to Africa, from Russia, in September. 
"When I received orders to relieve Rommel, who was 
sick with jaundice, I telephoned back that I did not want 
to take the job, saying: 'See what I wrote two years ago, 5 
But back came a message that the Fiihrer insisted on my 
going, as a personal order, so nothing more could be done, 
I arrived in Africa about September 20th, and spent a 
few days discussing the situation with Rommel — who then 
went for treatment to Wiener Neustadt, near Vienna. A 
fortnight later General Stumme arrived on the scene, 
having been appointed to take charge of the African 
theatre as a whole. This meant that I only had command 
of our troops at the front, facing the El Alamein position, 
which limited my capacity to improve the administrative 
organization. Soon afterwards Stumme had a stroke, and 
died. All this complicated our preparations to meet the 
coming British offensive. 

"I did what I could to improve our dispositions, under 
difficult conditions, as any idea of withdrawing before the 
British offensive opened was vetoed. But we would have 
had to retreat in spite of Hitler's order but for the fact 
that we were able to feed our troops with the supplies 


The Other Side of the HUl 

which we had captured from your stores at Tobruk. They 
kept us going, 55 

On hearing this, I remarked that it looked as if our 
own loss of Tobruk — disastrous as it seemed at the time — 
had really helped to win us the war in North Africa. For 
if the German forces had retreated from Alamein before 
Montgomery struck, it was unlikely that they would have 
been so decisively smashed as they were. This point did 
not seem to have occurred to Thoma. 

Thoma then gave me his impressions of the battle, 
which opened on October 23, 1942. He said that the 
Eighth Army's immense superiority of strength in all the 
decisive weapons made its victory almost a certainty 
before the battle opened. "I reckoned that you had 1,200 
aircraft available at a time when I was reduced to barely 
a dozen. Rommel arrived back from Vienna a week 
after the offensive had begun. It was too late for him to 
change any of the dispositions. He was in a nervy state, 
being still ill, and was very api to change his mind. After 
he arrived I had command of only part of the front, but 
then he suddenly wanted me to take chaige of the whole 
once more, under his general direction. The British 
pressure grew heavier, straining us to the limiL 

"When it was clear that we could not hope to check 
the British breakthrough, we decided to carry out a with- 
drawal, in two stages, to a line near Daba, 50 miles to 
the west* That might have saved us. The first stage of 
the withdrawal was to be made on the night of November 3. 
It had already begun when a wireless order came from 
Hitler forbidding any such withdrawal, and insisting that 
we must hold our old positions at all costs- This meant 
that our troops had actually to go forward again — to 
fight a hopeless battle that could only prove fatal. 95 

Thoma then related to me how he himself came to be 
captured. He had been racing in a tank from one critical 
point to another during the battle, being hit several times, 
and in the end was trapped when his tank caught fire and 

Misfius in the Mediterranean 1 73 

he was pitched out, "I felt it was a fitting finish." He 
showed me his cap, which had several holes in it — symbols 
of lucky escapes. With a note of regret he said he had 
only been able to take part m 24 tank fights during the 
war — in Poland, France, Russia and Africa. "X managed 
to fight in 192 tank actions during the Spanish Civil War," 

After Thorn a 5 s capture he was taken to see Mont- 
gomery, and with him discussed the battle over the dinner- 
table. "Instead of asking me for information, he said he 
would tell me the state of our forces, their supplies and 
their dispositions. I was staggered at the exactness of his 
knowledge, particularly of our deficiencies and shipping 
losses. He seemed to know as much about our position as 
I did myself. 55 

Then, speaking of the victor's handling of the battle, he 
said: "I thought he was very cautious, considering his 
immensely superior strength, but 55 — Thoma paused, then 
added with emphasis — "hejte the only Field-Marshal in 
this war who won all his battles, 

**In ~ modern mobile warfare, 5 ' he concluded, **the 
tactics are not the main thing. The decisive factor is 
the organisation of one's resouices — to maintain the 
momentum 55 



Hitler's gamble m Russia failed because he was not bold 
enough. He wobbled for weeks at the critical moment, 
losing time he could never regain. After that he ruined 
himself, and Germany, because he could not bring himself 
to cut his losses. There, in a nutshell, is the sum of the 
evidence I gathered from his generals. 

It is the story of Napoleon over again — but with 
important differences. While Hitler missed the chance of 
capturing Moscow, he came nearer decisive victory, con- 
quered far more of Russia, and maintained his army there 
much longer, only to reach an even more catastrophic end. 

Hitler had counted on destroying the bulk of the Red 
Army before reaching the Dnieper. When he missed his 
mark — by a hair's breadth — he could not make up his 
mind what to do. When at last he decided to dnve for 
Moscow it was too late to win before the winter. 

But that was not the only cause of failure revealed m 
what the German generals told me. Sometimes they 
themselves did not perceive the conclusions, having been 
too deep "in the trees to see the wood 55 . But they did 
provide the facts from which conclusions could be drawn 

Here is the most startling of all. What saved Russia 
above all was, not her modern progress, but her back- 
wardness. If the Soviet regime had given her a road system 
comparable to that of western countries, she would probably 
have been overrun in quick time. The German mechanized 
forces were baulked by the badness of her roads. 

But this conclusion has a converse. The Germans lost 
the chance of victory because they had based their mobility 
on wheels instead of on tracks. On these mud-roads the 


Frustration at Moscow 

wheeled transport was bogged when the tanks could move 

Panzer forces with tracked transport might have overrun 
Russia's vital centres long before the autumn, despite the 
bad roads World War I had shown this need to anyone 
who used his eyes and his imagination. Britain was the 
birthplace of the tank, and those of us here who preached 
the idea of mobile mechanized warfare after 1914*1918 
had urged that the new model forces should have cross- 
country vehicles throughout. The German Army went 
further than our own army, or any other, in adopting the 
idea. But it fell short in the vital respect of neglecting to 
develop such cross-country transport. In brief, the German 
Army was more modern than any other in 1940-41, but 
missed its goal because it had not yet caught up with ideas 
that were twenty years' old. 

The German generals had studied their profession with 
the greatest thoroughness, devoting themselves from youth 
on to the mastery of its technique, with little regard to 
politics and still less to the world outside. Men of that 
type are apt to be extremely competent, but not imagina- 
tive. It was only late in the war that the bolder minds 
of the tank school of thought were allowed free rein, and 
then it was too late — fortunately for other countries. 

Now for the main points of their evidence on the war in 


Preliminary to the issues of the Russian campaign 
itself is the question whether the Greek campaign caused a 
vital delay in its launching. British Government spokes- 
men have claimed that the despatch of General Wilson's 
force to Greece, though it ended in a hurried evacuation, 
was justified because it produced six weeks' postponement 
of the invasion of Russia. This claim has been challenged, 
and the venture condemned as a political gamble, by a 
number of soldiers who were well acquainted with the 


The Other Side of the Hill 

Mediterranean situation — notably General de Guingand, 
later Montgomery's Chief of Staff, who was on the Joint 
Planning Staff in Gairo. 

They argued at the time, and argue still more strongly 
now, that a golden opportunity of exploiting the defeat 
of the Italians in Cyrenaica, and capturing Tripoli before 
German help arrived, was sacrificed in order to switch 
inadequate forces to Greece that had no real chance of 
saving her from a German invasion. They emphasize that 
the Greek leaders were very dubious about accepting the 
British Government's offer to intervene, and were jockeyed 
into acceptance by Mr. Eden's persuasiveness, supported by 
an inflated impression of the extent of help that Britain 
could provide. 

The historian must recognize that this military view 
was confirmed by events. In three weeks, Greece was 
overrun and the British thrown out of the Balkans, while 
the reduced British force in Gyrenaica was also driven 
out by the German Africa Corps under Rommel, which 
had been enabled to land at Ti ipoli. These defeats spelt 
a damaging loss of prestige and prospect for Britain, while 
bringing misery on the Gicek people. Even if the Gieck 
campaign was found to have retarded the invasion of 
Russia that fact would not justify the British Government's 
decision, for such an object was not in their minds at the 

It is of historical interest, however, to discover whethei 
the campaign actually had such an indirect and unfore- 
seen effect. The most definite piece of evidence in support 
of this lies in the fact that Hitler had originally ordered 
preparations for the attack on Russia to be completed by 
May 15th, whereas at the end of March the tentative date 
was deferred about a month, and then fixed for June 22nd. 
Field-Marshal von Rundstedt told me how the prepara- 
tions of his Army Group had been hampered by the 
late arrival of the armoured divisions that had been 
employed in the Balkan campaign, and that this was 

Frustration at Moscow iyy 

the key-factor in the delay, in combination with the 

Field-Marshal von Kleist, who commanded the 
armoured forces under Rundstedi, was still more explicit, 
"It is true, 55 he said, "that the forces employed in the 
Balkans were not large compared with our total strength, 
but the proportion of tanks employed xhere was high. The 
bulk of the tanks that came under me for the offensive 
against the Russian front in Southern Poland had taken 
part in the Balkan offensive, and needed overhaul, while 
their crews needed a rest, A large number of them had 
driven as far south as the Peloponnese, and had to be 
brought back all that way." 

The views of Field- Marshals von Rundstedt and von 
Kleist were nam: ally conditioned by the extent to which 
the offensive on their front was dependent on the return 
of these armoured divisions. I found that other generals 
attached less impoitance to the effect of the Balkan 
campaign. They emphasized that the mam r61e in the 
offensive against Russia was allotted to Field- Marshal von 
Bock's Central Army Group, in Northern Poland, and 
that the chances of victory puncipally turned on its 
progress* A diminution of Rundstedt's forces, for the 
secondary role of his Army Group, might not have affected 
the decisive issue, as the Russian forces could not be 
easily switched. It might even have checked Hitler's 
inclination to switch his effort southward in the second 
stage of the invasion — an inclination that, as we shall see, 
had a fatally retarding effect on the prospects of reaching 
Moscow before the winter. The invasion, at a pinch, could 
have been launched without awaiting the reinforcement 
of Rundstedt's Army Group by the arrival of the divisions 
from the Balkans. But, in the event, that argument for 
delay was reinforced by doubts whether the ground was 
dry enough to attempt an earlier start. General Haider 
said thai the weather conditions were not suitable before 
the time when the invasion was actually launched. 


The Other Side of the Hill 

The retrospective views of generals axe not, however, a 
sure guide as to what might have been decided if the 
situation had been devoid of Balkan complications Once 
the tentative date had been postponed on that account the 
scales were weighted against any idea of striking befoie 
the extra divisions had returned from that quarter. 

But it was not the Greek campaign that caused the 
postponement. Hitler had already reckoned with that 
commitment when the invasion of Greece was inserted in 
the 1 94 1 programme, as a preliminary to the invasion of 
Russia. The decisive factor in the change of timing was 
the unexpected coup d'etat in Yugo-Slavia that took place 
on March 27th, when General Simovich and his con- 
federates overthrew the Government that had just pre- 
viously committed Yugo-Slavia to a pact with the Axis. 
Hitler was so incensed by the upsetting news as to decide, 
that same day, to stage an overwhelming offensive against 
Yugo-Slavia. The additional forces, land and air, required 
for such a stroke involved a greater commitment than the 
Greek campaign alone would have done, and thus impelled 
Hitler to take his fuller and more fateful decision to put 
off the intended start of the attack on Russia. 

It was the fear, not the fact, of a British landing that 
had prompted Hitler to move into Greece, and the out- 
come set his mind at rest. The landing did not even check 
the existing Government of Yugo-Slavia from making 
terms with Hitler. On the other hand, it may have 
encouraged Simovich in making his successful bid to over- 
throw the government and defy Hitler — less successfully. 


As a next stage in my enquiry I sought such light as 
the generals could shed on the question why Hitler invaded 
Russia* It was a dim light. Although the project had 
been incubating in his mind since July, 1940, and had 
taken definite form before the end of that year, it was 
remarkable how hazy most of his generals were about the 

Frustration at Moscow 


reasons for a step that had decided their fate. Most of 
them had been apprehensive when they were told of the 
decision, but they were told very little, and told very late. 
Hitler was clever m the way he kept his commanders in 
separate "water-tight compartments' ' — each was told only 
what Hitler considered necessary for him to know in 
carrying out his own localized task. They were almost 
like prisoners on piecework in a row of cells. 

As I heard from all of them that Rundstedt had been 
the strongest opponent of the invasion — and the first 
to urge its abandonment — I was anxious to get his views 
on the question. He told me: "Hitler insisted we must 
strike before Russia became too strong, and that she was 
much nearer striking than we imagined. He provided 
us with information that she was planning to launch an 
offensive herself that same summer, of 1941* For my part, 
I was very doubtful about this — and I found little sign of 
it when we crossed the frontier. Many of us who had 
feared such a stroke had been reassured by the way the 
Russians had remained quiet during our battles in the 
West, in 1940, when we had our hands full. I felt that our 
best way of guarding against the danger was simply to 
strengthen our frontier defence, leaving the Russians to 
take the offensive if they chose. That would be the best 
test of their intentions, and less risk than launching into 
Russia. 5 ' 

I asked him further about the reasons that had led him 
to discredit Hitler's belief in an imminent Russian offensive. 
He replied: "In the first place, the Russians appeared to 
be taken by surprise when we crossed the frontier. On my 
front we found no signs of offensive preparations in the 
forward zone, though there were some farther back. 
They had twenty-five divisions in the Carpathian sector, 
facing the Hungarian frontier, and I had expected that 
they would swing round and strike at my right flank as it 
advanced. Instead, they retreated. I deduced from this 
that they were not in a state of readiness for offensive 

i8o The Other Side of the Hill 

operations, and hence that the Russian Command had 
not been intending to launch an offensive at an early date." 

I next questioned General Blumentritt, who at the 
time was Chief of Staff to Kluge's 4th Army on the mam 
line of attack, and who at the end of the year became 
Deputy Chief of the General Staff at O.K.H. — where he 
was in close touch with the records, and the "post-mortems' 5 
into the course of the invasion. 

Blumentritt told me that the Commander-in-Chief, 
Brauchitsch, and the Chief of the General Staff, Haider, 
as well as Rundstedt, were opposed to the attempt to 
invade Russia. "All three realized the difficulties pre- 
sented by the nature of the country from their experiences 
in the 19 14-18 war — above all, the difficulties of move- 
ment, reinforcement, and supply. Field- Marshal von 
Rundstedt asked Hitler bluntly: 'Have you weighed up 
what you are undertaking m an attack on Russia?' 

Hitler was not moved fiom his decision. But he was 
brought to declare that the Russian campaign must be 
decided west of the Dnieper. He admitted beforehand 
the difficulties of bringing up, and maintaining, sufficient 
reinforcements if the advance extended beyond that line 
When he found that the Russian Armies had not been 
decisively beaten in the battles west of the Dnieper, he 
was led, like Napoleon, to order a continuance of the 
offensive beyond this river line. That was the most 
fateful decision of the whole campaign. It was made 
fatal by Hitler's own indecision as to the best direction to 
take then. 

Further sidelights came in discussion with Field- Marshal 
von Kleist, who remarked that he was only told of Hitler's 
intention to invade Russia a short time before the attack 
was launched. "It was the same with the other high 
commanders. We were told the Russian armies were about 
to take the offensive, and it was essential for Germany to 
remove the menace. It was explained to us that the 
Fiihrer could not proceed with other plans while this threat 


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1 82 The Other Side of the Hill 

loomed close, as too large a part of the German forces 
would be pinned down in the east keeping guard. It was 
argued that attack was the only way for us to remove the 
risks of a Russian attack. 

"I believe that Jodl was opposed to Hitlei's con- 
clusion, as well as Brauchitsch and Haider. Keitel, too, 
was doubtful about it, but he was more hesitant to make 
his doubts clear to Hitler. 35 

Kleist went on: "We did not underrate the Red 
Army, as is commonly imagined. The last German 
military attach^ in Moscow, General Kostring — a very 
able man — had kept us well informed about the state of 
the Russian Army. But Hitler refused to credit his 

"Hopes of victory were largely built on the prospect 
that the invasion would produce a political upheaval in 
Russia. Most of us generals realized beforehand that, if 
the Russians chose to fall back there was very little chance 
of achieving a final victory without the help of such an 
upheaval. Too high hopes were built on the belief that 
Stalin would be overthrown by his own people if he suf- 
fered heavy defeats. The belief was fostered by the 
Fiihrer's political advisers, and we, as soldiers, didn't 
know enough about the political side to dispute it. 

"There were no preparations for a prolonged struggle. 
Everything was based on the idea of a decisive result 
before the autumn/ 5 The Germans paid a terrific price 
for that short view, when winter came. 

An even more astonishing fact is that Hitler embaiked 
on the invasion of Russia in face of the knowledge that his 
forces would be fewer than those opposing him at the 
outset, and were bound to be increasingly outnumbered 
if the campaign were prolonged. That alone made the 
invasion an offensive gamble without precedent in modern 
history. When Hitler's plan had been unfolded to the 
generals in February, they had been peiturbed by Keitel's 
estimate of the comparative strengths on either side. For, 

Frustration at Moscow 

even on his figures, the Red Army had the equivalent of 
155 divisions available in Western Russia, whereas the 
invading forces could muster only 1 a 1 . (Actually KeiteFs 
estimate was a little under the mark.) The assurance 
that the German forces were "far superior in quality" did 
not suffice to allay their qualms. 

The advantage of the initiative enabled the Germans 
to produce a moderate superiority of strength on the 
sector, north of the Pripet Marshes, where Field- Marshal 
von Bock's Central Army Group advanced astride the 
Minsk-Moscow highway. But Leeb's Northern Army 
Group near the Baltic had bare equality to the opposition 
and Rundstedt's Southern Army Group had to perform 
its part with the handicap of a marked inferiority of 
strength, especially in armour — the most essential element. 
Kleist told me that his Panzer Army, which formed 
Rundstedt's spearhead, comprised only 600 tanks. "That 
will probably seem incredible to you, but it was all we 
could assemble after the return of the divisions from 
Greece. Budenny's Army Group, facing us in the South, 
had some 2,400 tanks. Apart from surprise, we depended 
for success simply on the superior training and skill of the 
troops. These were decisive assets until the Russians gained 
experience. '* 

In the light of events it becomes clear that Hitler's 
belief in the power of technical quality to discount superior 
numbers had more justification than appeared in the final 
issue of the war. The test of battlefield results for long 
bore out his assurance of the decisive advantage of quality 
over quantity. It brought his gamble dangerously near 


The next question I explored was how the plan went 
wrong. Kleist's answer was: "The main cause of our 
failure was that winter came early that year, coupled with 
the way the Russians repeatedly gave ground rather than 

1 84 The Other Side of the Hill 

let themselves be drawn into a decisive battle such as we 
were seeking, 55 

Rundstedt agreed that this was 5 'the most decisive 95 
cause. "But long before winter came the chances had 
been diminished owing to the repeated delays in the 
advance that were caused by bad roads, and mud. The 
'black earth 5 of the Ukraine could be turned into mud by 
ten minutes 5 rain — stopping all movement until it dried. 
That was a heavy handicap in a race with time. It was 
increased by the lack of railways in Russia — for bringing 
up supplies to our advancing troops. Another adverse 
factor was the way the Russians received continual rein- 
forcements xrom their back areas, as they fell back. It 
seemed to us ihat as soon as one force was wiped out, the 
« path was blocked by the arrival of a fresh force. 55 

Blumentntt endorsed these verdicts except for the point 
about the Russians yielding ground. On the Moscow 
route, the principal line of advance, they repeatedly held 
on long enough to be encircled. But the invaders repeatedly 
Tailed to reap the opportunity through becoming immobi- 
lized themselves. "The badness of the roads was the worst 
handicap, but next to that was the inadequacy of the 
railways, even when repaired. Our Intelligence was faulty 
on both scores, and had underestimated their effect. 
Moreover the restoration of railway traffic was delayed by 
the change of gauge beyond the Russian frontier. The 
supply problem in the Russian campaign was a very 
serious one, complicated by local conditions. 95 Neverthe- 
less, Blumentritt considered that Moscow could have been 
captured if Guderian 5 s unorthodox plan had been adopted, 
or if Hitler had not wasted vital time through his own 
indecision. Blumentritt's evidence on these issues will be 
given later. 

Another factor, emphasized by Kleist, was that the 
Germans had no such definite advantage in the air as they 
had enjoyed in their 1940 invasion of the West. Although 
they took such a heavy toll of the Russian Air Force as to 

Frustration at Moscow 

turn the numerical balance in their favour, the diminished 
opposition in the air was offset by the stretching of their 
own air cover as they pushed deeper. The faster they 
advanced on the ground, the longer the stretch became. 
Talking of this, Kleist said: "At several stages in the 
advance my panzer forces were handicapped through lack 
of cover overhead, due to the fighter airfields being too 
far back. Moreover, such air superiority as we enjoyed 
during the opening months was local rather than general. 
We owed it to the superior skill of our airmen, not to a 
superiority in numbers." That advantage disappeared as 
tl e Russians gained experience, while being able to renew 
their strength. 

Besides these basic factors there was, in Rundstedt's 
opinion, a fault in the original German dispositions that 
had a delayed ill-effect on the course of operations subse- 
quent to the initial break-through. Under the plan of the 
Supreme Command a wide gap was left between his left 
flank and Bock's right flank, opposite the western end 
of the Pripet Marshes — the idea being this area could 
be safely neglected because of its nature, and the maxi- 
mum effort put into the two rapid drives, north and 
south of the marsh-belt. Rundstedt doubted the wisdom 
of this assumption when the plan was under discussion. 
"Frorn my own experience on the Eastern Front in 1914-18 
I anticipated that the Russian cavalry would be able 
to operate in the Pripet Marshes, and thus felt anxious 
about the gap in our advancing front, since it left the 
Russians free to develop flank threats from that area/' 

In the first stage of the invasion no such risk 
materialized. After Reichenau's 6th Army had forced 
the crossings of the Bug, south of the Marshes, Kleist's 
armoured forces passed through and swept rapidly forward, 
capturing Luck and Rovno. But after crossing the old 
Russian frontier, and heading for Kiev, the invaders 
were heavily counter-attacked in flank by Russian cavalry 
corps that suddenly emerged from the Pripet Marshes* 

1 86 

The Other Side of the Hill 

This produced a dangerous situation, and although the 
threat was eventually curbed after tough fighting, it 
delayed the advance, and spoilt the chance of an early 
arrival on the Dnieper, 

While it is not difficult to see how this interruption 
weighed on Rundstedt's mind, it is not so clear that 
the general prospects of the invasion suffered in conse- 
quence. For no similar interference played any con- 
siderable part in checking Bock's advance north of the 
Pripet Marshes, where the centre of gravity of the whole 
offensive lay. 

It was here, along the direct route to Moscow, that 
Hitler had concentrated his strongest forces, and had 
planned to bring off the decisive battle. While the course 
of events on that front brought out with even greater 
emphasis the difficulties that Rundstedt and Kleist had 
encountered on the southern front, it also turned on more 
personal factors — of human misjudgment. 

A clear picture of the offensive design was given me by 
General Heinrici, who traced the moves on the map. He 
is a small, precise man with a parsonical manner — he 
talks as if he were saying grace, Although he hardly looks 
like a soldier, proof of his military ability is provided by the 
fact that, starting as a corps commander, he finished as 
Army Group Commander conducting the final battle of 
the Oder in defence of Berlin. His outline of the pattern 
of the operation was filled in with fuller details and back- 
ground disclosures by General Blumentritt, who was Chief 
of Staff to Kluge's Army throughout the advance from 
Brest-Litovsk to Moscow. 

The plan, in brief, was to trap the bulk of the Russian 
forces by a vast encircling manoeuvre — with the infantry 
corps moving on an inner circle, and two great groups of 
tanks on an outer circle. The pincers nearly closed round 
the Russians near Slonim, but most of them managed to 
slip out. Then the pincers opened out again, and a still 
bigger encirclement was attempted around Minsk — it was 

Frustration at Moscow 


hoped to make this the decisive battle. But it fell short 
of full success, though masses of Russians were captured. 
The pincers failed to close in time — "owing to sudden 
heavy rain". These moves had been executed at great 
speed, and Minsk was captured on the ninth day. But 
the Germans were now two hundred miles deep in Russia 
—and had missed their real aim. 

Beyond Minsk the country became worse, and the 
weather no better. Blumentritt vividly described the 
conditions. "It was appallingly difficult country for tank 
movement — great virgin forests, widespread swamps, 
terrible roads, and bridges not strong enough to bear the 
weight of tanks. The resistance also became stiffer, and 
the Russians began to cover their front with minefields, 
It was easier for them to block the way because there were 
so few roads. 

"The great motor highway leading from the frontier to 
Moscow was unfinished — the one road a Westerner would 
call a c road\ We were not prepared for what we found 
because our maps in no way corresponded to reality. On 
those maps all supposed main roads were marked in red, 
and there seemed to be many, but they often proved to be 
merely sandy tracks. The German intelligence service 
was fairly accurate about conditions in Russian-occupied 
Poland, but badly at fault about those beyond the original 
Russian frontier. 

"Such country was bad enough for the tanks, but worse 
still for the transport accompanying them — carrying their 
fuel, their supplies, and all the auxiliary troops they 
needed. Nearly all this transport consisted of wheeled 
vehicles, which could not move off the roads, nor move on 
it if the sand turned into mud An hour or two's rain 
reduced the panzer forces to stagnation. It was an extra- 
ordinary sight, with groups of tanks and transport strung 
out over a hundred miles stretch, all stuck — until the sun 
came out and the ground dried/' 

Despite such repeated delays the German forces pushed 

The Other Side of the Hill 

on to the Dnieper. Near the end of July, a month from 
the start, a third encirclement was attempted around 
Smolensk, on a larger scale than ever. "Half a million 
Russians seemed to be trapped. The trap was almost 
closed — within about six miles — but the Russians once 
again succeeded in extricating a large part of their forces. 
That narrow failure brought Hitler right up against the 
question whether to stop or not. We were now over four 
hundred miles deep into Russia. Moscow lay two hundred 
miles farther ahead/ 5 

Blumentritt revealed that, from the start, there was a 
vital conflict of ideas about the method of operations. 
"Hitler always wanted to carry out encirclements — accord- 
ing to the principles of orthodox strategy — and Bock 
agreed with him. So did most of the senior generals on 
this issue. But Guderian and the new school of tank 
experts had a different idea — to drive deep, as fast as 
possible, and leave the enchclmg of the enemy to be 
completed by the infantry forces that were following up. 
Guderian urged the importance of keeping the Russians 
on the run, and allowing them no time to rally. He 
wanted to drive straight on to Moscow, and was convinced 
he could get there if no time was wasted. Russia's resis- 
tance might be paralysed by that thrust at the heart of 
Stalin's power. But Hitler insisted on having the plan 
carried out in his own way, and kept a curb on the advance 
of the armoured forces. 

"Guderian's plan was a very bold one — and meant big 
risks in maintaining reinforcements and supplies. But it 
might have been the lesser of two risks. By making the 
armoured forces turn in each time, and forge a ring round 
the enemy forces they had by-passed, a lot of time was 

" After we had reached Smolensk there was a stand-still 
for several weeks on the Desna. This was due partly to 
the need of bringing up supplies and reinforcements, but 
even more to a fresh conflict of views within the German 

Frustration at Moscow 189 

command — about the future course of the campaign . 
There were endless arguments." 

Bock wanted to push on to Moscow. Hitler, after 
three failures to trap the Russian armies on that front, was 
inclined to turn south. There, Rundstedt had broken 
through south of Kiev, on a slant to the Black Sea. It 
suggested to Hitler the idea of a bigger encirclement on a 
fresh line. Eventually he decided on this course. From 
Rundstedt's front, Kleist's tank army was to swing up- 
ward; from Bock's front, Guderian's tank army was to 
swing downward; and between them trap the massed 
Russian forces around Kiev. Hider halted the march 
on Moscow in favour of this southerly pincer-manceuvre. 

A significent point about this crucial decision was 
mentioned by Blumentritt: "Although Field- Marshal von 
Bock desired to continue the advance on Moscow, von 
Kluge did not share his view and was strongly in favour of 
the alternative plan of encircling the Russian forces around 
Kiev. It was his idea, and desire, that his own 4th Army 
should swing south to carry out this pincer-movement 
along with Guderian's panzer forces. When setting forth 
the arguments for this plan, he said to me, with emphasis : 
'It would also mean that we should be under Field- Marshal 
von Rundstedt, instead of Field- Marshal von Bock. 5 Von 
Bock was a very difficult man to serve, and von Kluge 
would have been glad to get out of his sphere. This was 
an interesting example of the influence of the personal 
factor in strategy." 

The Kiev encirclement succeeded, and over 600,000 
prisoners were bagged. But it was late in September 
before the battle was completed. Winter was drawing near. 

Now Hitler had to face the question whether to be 
content with what he had gained, or to make another bid 
for final victory in 1941. Rundstedt was quite definite; 
telling me of his view, he said: "We ought to have stopped 
on the Dnieper after taking Kiev. I argued this strongly, 
and Field-Marshal von Brauchitsch agreed with me. But 

190 The Other Side of the Hill 

Hitler, elated by the victory at Kiev, now wanted to push 
on, and felt sure he could capture Moscow, Field-Marshal 
von Bock naturally tended to concur, for his nose was 
pointing towards Moscow. 55 

So Hitler gave the order for the advance, which began 
on October 2. "But," as Biumentritt remarked, "its 
chances were shortened because Hitler had given the 
Russians two months' grace on the Moscow front. We had 
been halted during August and September — the best two 
months of the year. That proved fatal/' 

But this decision was accompanied by another, which 
involved him in further complications and in a loss of 
concentration. For Hitler could not resist the temptation 
to exploit the success in the South at the same time as he 
pursued the aim of capturing Moscow. 


When Hitler made up his mind to push on, he assigned 
Rundstedt the extremely ambitious fresh task of clearing 
the Black Sea coast and reaching the Caucasus. The 
objectives, as Rundstedt traced them for me on the map, 
were to gain the line of the Don from Voronezh eastward 
to its mouth near Rostov, and drive far enough beyond it 
to secure the Maikop oilfields with his right wing and 
Stalingrad on the Volga with his left wing. When 
Rundstedt pointed out the difficulties and risks of advancing 
a further 400 miles beyond the Dnieper, with his left 
exposed over such a long stretch, Hitler confidently 
asserted that the Russians were incapable of offering 
serious opposition and that the frozen roads would enable 
a quick advance to the objective. 

Describing what happened, Rundstedt said: "The 
plan was handicapped from the start by the diversion of 
forces to the Moscow front. A number of my mobile 
divisions were drawn off for a north-easterly advance past 
Orel towards the southern flank of Moscow. That achieved 
little, and lost an opportunity. I had wanted von Bock's 

Frustration at Moscow 

right wing to turn south-eastward, and strike across the 
rear of the Russian armies that were opposing me near 
Kursk, thus cutting them off. It seemed to me a great 
mistake to swing the offensive centre of gravity north- 
eastward, as the Russians were much better placed, with 
the help of the railways radiating from Moscow, to counter 
a move in that direction. 

"As it was, my 6th Army on the left wing was blocked 
beyond Kursk, and fell short of its objective, Voronezh, 
on the Don. This check reacted on the progress of its 
neighbour, the 17th Army, and constricted the width of 
the advance towards the Caucasus. The 17th Army met 
stiff resistance along the Donetz. It could not push far 
enough forward to protect the flank of von Kleist's 1st 
Panzer Army. In consequence, von Kleist's flank was 
endangered by the strong counter-attacks which the 
Russians developed in a southerly direction, towards the 
Black Sea. 

"On the other flank, von Manstein's nth Army 
pierced the defences of the Perekop Isthmus and broke 
into the Crimea, quickly overrunning most of that penin- 
sula except for the fortress of Sevastopol and the eastern 
tip at Kerch. But this divergent move, ordered by Hitler, 
reduced the strength I had available on the mainland.' 9 

The story of what happened to the Caucasus drive is 
best given in Kleist's own words. "Before we reached 
the Lower Don it became clear that there was no longer 
time or opportunity to reach the Caucasus. Although we 
had trapped most of the enemy forces west of the Dnieper, 
and thus gained an apparently open path, the Russians 
were bringing up many fresh divisions by rail and road 
from the east. Bad weather intervened and our advance 
was bogged down at a crucial time, while my leading 
troops ran short of petrol. 

"My idea now was merely to enter Rostov and destroy 
the Don bridges there, not to hold that advanced line. 
I had reconnoitred a good defensive position on the Mius 


The Other Side of the Hill 

River, and taken steps to organize it as a winter line. But 
Goebbels's propaganda made so much of our arrival at 
Rostov — it was hailed as having 'opened the gateway to 
the Caucasus' — that we were prevented from carrying out 
this plan. My troops were forced to hang on at Rostov 
longer than I had intended, and as a result sufFeied a bad 
knock from the Russian counter-offensive that was launched 
in the last week of November. However, they succeeded 
in checking the Russian pursuit as soon as they had fallen 
back to the Mius River line, and although the enemy 
pushed on far beyond tbeir inland flank they managed to 
maintain their position here, only 50 miles west 01 Rostov, 
throughout the winter. It was the most advanced sector 
of the whole German front m the East. 35 

Kleist added: "The German armies were in grave 
danger during that first winter. They were virtually frozen 
in, and unable to move. That was a great handicap m 
meeting and checking the Russian encircling movements 55 

Rundstedt's account confirmed Kleist's, and also 
brought out the story of his own first removal fiom com- 
mand. "When I wanted to break off tie battle and 
withdraw to the Mius River, Field- Marshal vonBiaudutsdh 
agreed, but tiien an overriding order came from the Fuhi er, 
which forbade any such withdrawal. I wired back that it 
was nonsense to hold on where we were, and added: 6 If you 
do not accept my view you must find someone else to 
command. 5 That same night a icply came from the 
Fuhrer that my resignation was accepted — I left the 
Eastern Front on December 1st, and never returned there. 
Almost immediately afterwards the Fuhrer flew down to 
that sectoi ; after seeing the situation, he changed his 
mind and sanctioned the step-back. Significantly, the 
Mius River line was the only sector of the front that was 
not shaken during the winter of 1941-42." 

Nevertheless, Rundstedt made it clear to me that he 
considered the deep advance of his Army Group had been 
a fundamental mistake in strategy. In contrast to most 

Frustration at Moscow 


generals, of any nationality, he did not blame the mis" 
carriage of the plan on the failure to provide his particular 
effort with sufficient resources, but rather suggested that 
the error lay in developing it at all. For in further dis- 
cussion he said: "The 1941 operations m Russia should, 
in my opinion, have had their main effort directed, not 
at first towards Moscow, but towards Leningrad. That 
would have linked up with Ihe Finns. Then, in the next 
stage, should have come an attack on Moscow from the 
north, in co-operation with the advance of Field-Marsha? 
von Bock's Army Group from the west." 


The offensive aimed at Moscow, starting on October 
2nd, was carried out by three armies — the 2nd on the 
right, the 4th in the centre, and the 9th on the left — with 
the two panzer groups of Hoth and Hoeppner. The latter 
had replaced Gudenan's, which had been sent southward 
for the Kiev encircling manoeuvre. 

The course of the offensive was vividly described by 
Blumentritt: "The first phase was the battle of encircle- 
ment around Vyasma. This time, the encirclement was 
perfectly completed, and 600,000 Russians were captured. 
It was a modern Cannae — on a greater scale. The 
panzer groups played a big part in this victory. The 
Russians were caught napping, as they did not expect a 
big drive for Moscow to be launched at such a late date. 
But it was too late in the year for us to harvest its fruits — 
for the operation was not completed until the end of 

"After the Russian forces had been rounded up, we 
pushed on towards Moscow. There was little opposition 
for the moment, but the advance was slow — for the mud 
was awful, and the troops were tired. Moreover, they 
met a well-prepared defensive position on the Nara River, 
where they were held up by the arrival of fresh Russian 


1 94 The Other Side of the Hill 

"All the commanders were now asking: 'When are we 
going to stop? 5 They remembered what had happened to 
Napoleon's army. Many of them began to re-read Caulain- 
court's grim account of 1812. That book had a weighty 
influence at this critical time in x 941. I can still see von 
Kluge trudging through the mud from his sleeping quarters 
to his office, and there standing before the map with 
Caulaincourt's book in his hand. That went on day after 
day. 5 ' 

This point was of particular interest to me as in August, 
1 94 1 — when the German tide of invasion seemed to be 
flowing irresistibly — I had written an article for the 
October Strand on the relation of Napoleon's campaign to 
Hitler's, basing it on extensive quotations from Caulain- 
court, to bring out my implied conclusion. I remarked 
that we had evidently been thinking on the same lines, 
though the German generals had begun to remember 
Caulaincourt a bit late! Blumentritt agreed, with a wry 

Resuming his account, he said; "The troops themselves 
were less depressed than their generals. They could see 
the flashes of the A.A. guns over Moscow at night, and it 
fired their imagination — the city seemed so near. They 
also felt that they would find shelter there from the bitter 
weather. But the commanders felt that they were not 
strong enough to push those last forty miles. 

"The generals expressed their doubts in conference, 
but Hitler overruled them, and Bock tended to agree with 
him. Hitler said he had good reason to believe that 
Russian resistance was on the verge of collapse. He gave 
the order for a final attempt to take Moscow. The order 
said that the Kremlin was to be blown up, to signalize 
the overthrow of Bolshevism." 

The dispositions were reshuffled before the offensive 
was launched. On the southern wing it was to be carried 
out by Kluge's 4th Army, with the 1st Panzer Corps; and 
on the northern wing by Hoeppner's Panzer Group, with 

Frustration at Moscow 


some infantry divisions of the 9th Army. The whole 
attack was placed under Kluge's direction. This was 
ironical in view of his disbelief in the possibility of achieving 
what he must undertake. 

Blumentritt continued: "The offensive was opened by 
Hoeppner's Panzer Group on the left. Its progress was 
slow, in face of mud and strong Russian counter-attacks. 
Our losses were heavy. The weather then turned adverse, 
with snow falling on the swampy ground. The Russians 
made repeated counter-attacks from the flank across the 
frozen Moskwa, and Hoeppner had to divert more and 
more of his strength to check these thrusts. The 2nd Panzer 
Division succeeded in penetrating far enough to get a sight 
of the Kremlin, but that was the nearest it came. 

"These unpromising conditions raised the question 
whether the 4th Army should join in the offensive or not. 
Night after night Hoeppner came through on the tele- 
phone, to urge this course; night after night von Kluge 
and I sat up late discussing whether it would be wise or 
not to agree to his insistence. Von Kluge decided that 
he would gain the opinion of the front-line troops themselves 
— he was a very energetic and active commander who 
liked to be up among the fighting troops — so he visited the 
forward posts, and consulted the junior officers and 
N.C.O.s. The troop leaders believed they could reach 
Moscow and were eager to try. So after five or six days of 
discussion and investigation, von Kluge decided to make a 
final effort with the 4th Army. The snow was thick on 
the ground, and the earth was frozen to a depth of several 
inches. The hardness of the ground was more favourable 
for artillery movement than if it had been otherwise. 

"The attack was launched on December 2nd, but by 
afternoon reports were coming back that it was held up 
by strong Russian defences in the forests around Moscow. 
The Russians were artists in forest fighting, and their * 
defence was helped by the fact that darkness came as 
early as 3 o'clock in the afternoon. 

1 96 The Other Side of the Hill 

"A few parties of our troops, from the 258th Infantry 
Division, actually got into the suburbs of Moscow. But 
the Russian workers poured out of the factories and fought 
with their hammers and other tools m defence oi their city. 

"During the night the Russians stiongly counter- 
attacked the isolated elements that had penetrated their 
defences. Next day our corps commanders reported that 
they thought it was no longer possible to break through. 
Von Kluge and I had a long discussion that evening, and 
at the end he decided to withdraw these advanced troops. 
Fortunately the Russians did not discover that they were 
moving back, so that we succeeded in extricating them 
and bringing them back to their original position in fairly- 
good order. But there had been very heavy casualties 
in those two days' fighting. 

"The decision was just in time to avert the worst 
consequences of the general counter-offensive that the 
Russians now unleashed, into which Marshal Zhukov 
threw a hundred divisions. Under their converging 
pressure our position became daily moi e dangerous Hitler 
was at last brought to realize that wc could not check 
them, and gave reluctant permission for a short with- 
drawal to a line in rear. We had been badly misled about 
the quantity of reinforcements that the Russians could 
produce. They had hidden their resouices all too well." 

That was the end of Hitler's bid for Moscow — and it 
proved his last bid on that capital front. Never again 
would any German soldiers catch sight of the Kremlin 
except as prisoners. 



When Moscow remained out of reach, and winter set in 
at its worst, fear spread among the German troops. With 
it grew the danger of a collapse as terrible as befell 
Napoleon's Grande Armie. 

It was Hitler's decision for "no withdrawal" that 
averted a panic in that black hour. It appeared a display 
of iron nerve — though it may only have been due to sheer 
mulish obstinacy. For it was against his generals 5 advice. 

But his success in surviving that crisis was his undoing 
in the end. First, it led him to plunge deeper into Russia 
the next summer, 1942. He started well but soon went 
astray. He missed taking Stalingrad because his eyes were 
fixed on the Caucasus, and then forfeited the Caucasus in 
belated efforts to capture Stalingrad. 

When winter came he was led to gamble again on his 
"Moscow" inspiration. This time it produced a disaster 
from which he never recovered. Even then, he might 
have spun out the war until Russia was exhausted, by 
practising elastic defence in the vast buffer-space he had 
gained. But he stuck rigidly to his rule of "no withdrawal", 
and so hastened Germany's fall. 


It is clear from all the generals told me that the German 
armies were placed in the gravest danger after being 
repulsed before Moscow in December, 1941. The generals 
urged Hitler to make a long step back to a secure winter 
line. They pointed out that the troops were not equipped 
for the rigours of a winter campagn. But Hitler refused to 


The Other Side of the Hill 

listen. He gave the order: "The Army is not to retire a 
single step. Every man must fight where he stands." 

His decision seemed to invite disaster. Yet the event 
justified him — once again. The basic reason was brought 
out by General von Tippelskirch, lean and professorial, a 
corps and later an army commander there. "Frontal 
defence was much stronger in this war even than in 
1914-18. The Russians always failed to break our front, 
and although they pushed far round our flanks, they had 
not yet the skill nor sufficient supplies to drive home their 
advantage. We concentrated on holding the towns that 
were rail and road centres, rolling up round them like 
'hedgehogs 5 — that was Hitler's idea — and succeeded in 
holding them firmly. The situation was saved." 

Many of the generals think now that Hitler's decision 
was the best in the circumstances, though they did not 
agree with it at the time. "It was his one great achieve- 
ment," said Tippelskirch. "At that critical moment 
the troops were remembering what they had heard about 
Napoleon's retreat from Moscow, and living under the 
shadow of it. If they had once begun a retreat, it might 
have turned into a panic flight. 3 ' 

Other generals endorsed this. Rundstedt, however, 
caustically remarked: "It was Hider's decision for rigid 
resistance that caused the danger in the first place. It 
would not have arisen if he had permitted a timely 

Indirect support for that view was provided by 
the account Blumentritt gave me of what happened on the 
Moscow front during December. It brought out the need- 
less perils that resulted from Hitler's excessive insistence 
on rigid defence combined with his unstable way of revok- 
ing any concessions he had granted. 

"Following the final check before Moscow, General 
von Kluge advised the Supreme Command that it would 
be wise to make a general withdrawal to the Ugra, between 
Kaluga and Vyasma, a line which had already been 

Frustration in the Caucasus and at Stalingrad 199 

partially prepared. There was prolonged deliberation at 
the Fuhrer's Headquarters over this proposal before 
reluctant permission was granted. Meanwhile the Russian 
counter-offensive developed in a menacing way, especially 
on the flanks. The withdrawal was just beginning when a 
fresh order came from the Fiihrer, saying: 'The 4th Army 
is not to retire a single step.' 

"Our position became all the worse because Guderian's 
Panzer Group was lying out beyond our right wing, near 
Tula, and this much depleted force had to be extricated 
before the main part of the 4th Army could withdraw. 
The delay quickly produced a fresh complication, for the 
Russians attacked Guderian's thin line and rolled it back 
precipitately over the Oka River. At the same time 
Hoeppner's Panzer Group on our left was being very hard 
pressed by the Russians, who threatened to outflank it, 

"In consequence the 4th Army became isolated in its 
foiward position, and in imminent danger of encirclement. 
The rivers were all frozen, so that they provided an 
inadequate barrier against the Russian thrusts. Soon the 
danger became acute, for a Russian cavalry corps pressed 
round our right flank well to the rear of it* This corps was 
composed of horsed cavalry and sledge-borne infantry, 
while roping in all the men from the recaptured villages 
who were capable of canying a rifle. 

"Such was the grim situation of the 4th Army on 
December 24th — and it had arisen from Hitler's refusal to 
permit a timely step back. My chief, von Kluge, had gone 
on the 15th to replace von Bock, who was sick, and I was 
left in charge of the army. I and my staff spent Christmas 
Day in a small hut — our headquarters in Malo Yaroslavits 
— with tommy guns on the table and sounds of shooting 
all round us. Just as it seemed that nothing could save 
us from being cut off, we found that the Russians were 
moving on westward, instead of turning up north astride 
our rear. They certainly missed their opportunity. 

"The situation remained very precarious, for Hitler 

2 GO 

The Other Side of the Hill 

still delayed a decision, and it was not until January 4th 
that he at last sanctioned the general withdrawal to the 
Ugra. I had left just before — to become Deputy Chief of 
the General Staff— and General Kuebler had arrived to 
take command. But he soon found that he could not 
stand the strain and was replaced by General Heinrici, 
who managed to maintain the new position until spring 
came, and longer, though it was deeply enveloped on both 
flanks, 5 5 

Talking of the conditions under which the forces had 
to be extricated, Blumentritt said: "The roads were so 
deep in snow thai the horses were up to their bellies. 
When the divisions withdrew, part of the troops had to 
shovel a path by day along the route their transport was 
to move by night. You may understand what their trials 
were when I mention that the temperature was twenty- 
eight degrees below freezing 5 Fahrenheit." 

Even though Hitler's decision may have saved a col- 
lapse on the Moscow front, a terrible price was paid for 
it. "Our losses had not been heavy until the final attack 
for Moscow, 55 Blumentritt told me, "but they became very 
serious during the winter — both in men and material. 
Vast numbers perished from the cold." More specific 
details came out in discussion with Tippelskirch, who 
spent the winter as a divisional commander in the Second 
Corps among the Valdai Hills, between Leningrad and 
Moscow, and told me that his strength was reduced to 
one third of its establishment. "Divisions were down to 
5,000 men before the end of the winter, and companies 
to barely 50 men/ 3 

He also threw light on a more far-reaching effect of 
Hitler 's "no withdrawal" policy. "That winter ruined 
the Luftwaffe — because it had to be used for flying supplies 
to the garrisons of the 'hedgehogs', the forward positions 
that were isolated by the Russian flanking advances. The 
Second Corps required 200 tons of supplies a day, which 
called for a daily average of 100 transport aircraft. But 

Frustration in the Caucasus and at Stalingrad 201 

as bad weather often intervened, the actual number had 
had to be considerably larger, so as to make full use of an 
interval of passable weather — on one day as many as 350 
aircraft were used to reprovision this single corps. Many 
aircraft crashed as flying conditions were bad. The overall 
strain of keeping up supplies by air to all the isolated 
positions on such a vast front was fatal to the future 
development of the Luftwaffe. 59 

I questioned the generals about the course and effect 
of the Russian winter offensive of 1941-42. All testified 
to the nerve strain caused by the deep flanking threats of 
the Russian forces, which lapped round their positions and 
communications, but the general verdict was epitomized 
in Blumenoitt's comment that the indirect results were 
greater than the direct danger. "The principal effect of 
that winter offensive was in upsetting the German plans 
for 1942. The weather was a more damaging and 
dangerous factor than the Russian offensive operations. 
Besides lowering morale, the weather accounted for the 
greater part of the German casualties — which were at 
least as heavy as the Russians 9 during that winter. 9 ' 

He went on to say that the strain was increased by the 
way that the German forces were stretched. "The average 
extent of a divisional frontage was 20 to 25 miles, and 
even on crucial sectors, such as those near Moscow, they 
were 10 to 15 miles. That thinness of the front was made 
more precarious because of the difficulty of bringing up 
and distributing supplies, which in turn was aggravated 
by the difficulty of building roads and railways." 

I asked him how he accounted for the fact that such 
thin fronts had, in general, been able to withstand attack, 
since they were far more widely stretched than what had 
been regarded in World War I as the limit that a division 
could hold in defence. He replied: "In that war, the 
fronts were narrowed by the great depth in which divisions 
were distributed. New weapons and the improvement of 
automatic small arms partly accounted for the possibility 



The Other Side of the Hill 

of holding wider fronts than we could then. The greater 
mobility of defensive means was the other main reason. 
If the attackers broke through the front, small detachments 
of tanks and motorized troops often checked them by 
mobile counter-moves before they could expand the 
penetration into a wide breach." 

But the way that the disaster was repeatedly averted 
by this underlying increase of defensive advantage had the 
ironical effect of encouraging Hitler to gamble more 
heavily on the offensive. The fact that the crisis was 
survived exalted Hitler's faith in himself; he felt that his 
judgment had been justified, against that of his generals. 
From now on he was less inclined than ever to tolerate 
their advice. 

After the final repulse at Moscow he had got rid of 
Brauchitsch, and himself taken over the Supreme Com- 
mand of the Army ("O.K.H.") in addition to his existing 
position as Supreme Commander of the Wehrmacht, 
the forces as a whole ("O.K.W.") The announcement 
that Brauchitsch had been removed naturally suggested 
to the credulous public that the faults of the military 
chiefs had been the cause of the failure. By that adroit 
step Hitler shifted the blame on to their shoulders while 
adding to his own power. An apt comment was provided 
by Blumentritt: "Only the admirals had a happy time in 
this war — as Hitler knew nothing about the sea, whereas 
he felt he knew all about land warfare. 35 

Even the admirals, however, had their troubles. Like 
Napoleon's admirals, they had to deal with a leader who 
was too continental-minded to take full account of the 
obstacles created by British seapower, and its indirect 
effect on his continental designs. They had not succeeded 
in making Hitler realize the primary importance of cutting 
away the bases of that seapower — where these were within 
reach of landpower — before tackling further objectives. 

The generals, on the other hand, were the less able to 
put a brake on Hitler because their outlook was too 

Frustration in the Caucasus and at Stalingrad 203 

exclusively military, besides being continental. That 
narrowing of vision tended to offset the effect of their 
greater caution. In this connection, Kleist contributed 
some significant reflections in the course of one of our 
talks: " Clause witz's teachings had- fallen into neglect in 
this generation — even at the time when I was at the War 
Academy and on the General Staff. His phrases were 
quoted, but his books were not closely studied. He was 
regarded as a military philosopher, rather than as a 
practical teacher. The writings of Schlieffen received 
much greater attention. They seemed more practical 
because they were directed to the problem of how an army 
inferior in strength — which was always Germany's position 
in relation to the whole — could overcome enemies on 
both sides who, in combination, were superior in strength. 
But Clausewitz's reflections were fundamentally sound — 
especially his dictum that war was a continuation of policy 
by other means. It implied that the political factors were 
more important than the military ones. The German 
mistake was to think that a military success would solve 
political problems. Indeed, under the Nazis we tended to 
reverse Clausewitz's dictum, and to regard peace as a 
continuation of war. Clausewitz, also, was prophetically 
right about the difficulties of conquering Russia. 35 

plans for 1942 

The question of what should be done in the spring 
had been debated throughout the winter. The discussion 
had begun even before the final assault on Moscow. 
Relating what happened, Blumentritt told me: 6C A number 
of the generals declared that a resumption of the offensive 
in 1942 was impossible, and that it was wiser to make 
sure of holding what had been gained. Haider was very 
dubious about the continuance of the offensive* Von 
Rundstedt was still more emphatic and even urged that 
the German Army should withdraw to their original front 
in Poland. Von Leeb agreed with him. While other 


The Other Side of the Hill 

generals did not go so far as this, most of them were very 
worried as to where the campaign would lead. With 
the departure of von Rundstedt as well as von Brauchitsch, 
the resistance to Hitler's pleasure was weakening and that 
pressure was all for resuming the offensive." 

As Blumentritt had become Deputy Chief of the General 
Staff early in January, under Haider, no one was better 
placed to know the motives and ideas behind Hitler's 
decision* He summed them up as follows : 

First, Hitler's hope of obtaining m 1942 what he 
had failed to obtain in 1941. He did not believe that 
the Russians could increase their strength, and would 
not listen to evidence on this score . There was a 
"battle of opinion 3 ' between Haider and him. The 
Intelligence had information that 600 to 700 tanks a 
month were coming out of the Russian factories, in 
the Ural Mountains and elsewhere- When Haider 
told him of this, Hulcr slammed the tabic and said it 
was impossible. He would not believe what he did 
not want to believe. 

Secondly, he did not know what else to do — as he 
would not listen to any idea of a withdrawal. He felt 
that he must do something and that something could 
only be offensive. 

Thirdly, there was much pressure from economic 
authorities in Germany. They urged that it was 
essential to continue the advance, telling Hitler that 
they could not continue the war without oil from the 
Caucasus and wheat from the Ukraine. 

I asked Blumentritt whether the General Staff had 
examined the grounds for these assertions, and also whether 
it was true, as reported at the time, that the manganese 
ore round Nikopol in the Dnieper Bend was vital to the 
German steel industry. Replying to the latter question 
first, he said he did not know about this, as he was not 

Frustration in the Caucasus and at Stalingmd 203 

acquainted with the economic side of the war. It seemed 
to me a significant revelation of the way that the German 
strategists had been divorced from the study of factors that 
were vital to their planning. He went on to say that it 
was more difficult to question such assertions by the 
economic experts as the General Staff was not represented 
at conferences on these issues — evidence of Hitler's desire 
to keep them in the dark. 

While taking the fateful decision to plunge deeper still 
into the depths of Russia, Hitler found he no longer had 
enough strength left for an offensive on the whole front, 
such as he had carried out the year before. Forced to 
choose, and hesitating to make another attack towards 
Moscow, he decided to strike south for the Caucasus oil- 
fields, though it meant extending his flank, like a telescope, 
past the main body of the Red Army. When his forces 
reached the Caucasus, they would be exposed to a counter- 
stroke at any point for nearly a thousand miles back. 

The only other sector on which offensive opeiations 
were to be undertaken was on the Baltic flank. The 1942 
plan originally included an attempt to take Leningrad in 
the course of the summer, in order to secure safe com- 
munications with Finland and bring relief to her semi- 
isolated situation. With this exception, the Northern and 
Central Army Groups were to remain on the defensive, 
merely improving their positions. 

A special Army Group "A 55 was created for the advance 
to the Caucasus and placed under Field- Marshal von List, 
while the reduced Army Group South operated on its left 
flank. Reichenau had replaced Rundstedt in command 
of the latter, but he died suddenly from a heart attack in 
January, and Bock was brought back to command it, 
only to be shelved finally before the offensive was launched. 
Kluge remained in command of the Central Army Group 
and Busch replaced Leeb in command of the Northern 
Army Group. Explaining this, Blumentritt said: u Field- 
Marshal von Leeb was so dissatisfied with the decision 

2o6 The Other Side of the Hill 

to resume the offensive that he asked to be allowed to 
give up his command. His heart was not in it. Apart 
from regarding it as a hopeless venture on military 
grounds, he was also opposed to the Nazi xegime, and thus 
glad of a pretext on which he could ask to resign. Resigna- 
tion would not have been possible without a reason that 
satisfied Hitler. 55 

In further discussion of the way that the plans for 1 942 
came to be formulated, Blumentritt made some general 
observations that are worth inclusion as a sidelight. "My 
experience on the higher staffs showed me that the vital 
issues of war tended to be decided by political rather than 
by strategical factors, and by mental tussles in the rear 
rather than by the fighting on the battlefield. Moreover, 
those tussles are not reflected in the operation orders. 
Documents are no safe guide for history — the men who 
sign orders often think quite differently from what they put 
on paper. It would be foolish to take documents that 
historians find in the archives as a reliable indication of 
what particular officers really thought. 

"I began to perceive that truth long ago when I was 
working on the history of the 191 4-18 war, under General 
von Haeften, a very conscientious historian who taught me 
both the technique and the difficulties of historical research. 
But I came to see it much clearer from my own close 
observation of high headquarters in this war — under the 
Nazi system 

"That system had some strange by-products. While 
the German, with his liking for organization and order, 
has a tendency to put more down in writing than others 
do, a lot more 'paper 5 than ever before was produced in 
this war. The old army were trained to write brief orders, 
that allowed freedom to the executants. In this last war 
the practice was changed, because mental freedom was 
more and more chained. Every step, and all conceivable 
cases had to be regulated in order to protect ourselves from 
penalization. Hence the abundance and length of the 

Frustration in the Caucasus and at Stalingrad 207 

orders — the very contrary to our training. Their often 
bombastic language and use of superlatives was against 
all the rules of the old style — with its pregnant shortness 
and concise words. But our orders now had to be 'stimu- 
lating 5 , in the style of propaganda. Many of the orders 
of the Fiihrer and O.K.W. were reproduced word for 
word in subordinate orders, so as to ensure that, if things 
went wrong, the latter could not be charged with having 
failed to convey the Fuhrer's intention. 

"The conditions of compulsion in Germany under the 
Nazi system were almost as bad as in Russia. I often had 
evidence of what they were like there. For example, quite 
early in the campaign, I was present at the interrogation 
of two high Russian officers who were captured at Smolensk. 
They made it clear that they were entirely in disagreement 
with the plans they had executed, but said they had either 
to carry them out to the letter or lose their heads. It was 
only in such circumstances that men were able to talk 
freely — while in the grip of the regime they were forced 
to echo it and suppress their own thoughts. 

"The systems of National Socialism and Bolshevism 
were similar in many ways. Talking in his own circle one 
day, when General Haider was present, the Fuhrer said 
how much he envied Stalin, who could deal in a more 
radical way with the obstinate generals than he could 
himself. He went on to speak about the pre-war purge 
of the Red Army Command and how he envied the 
Bolshevists who had. an army and generals completely 
impregnated with their own ideology and thus acting 
unconditionally as one man — whereas the German generals 
and the General Staff had no similar fanatical belief in the 
National Socialist idea. 'They have scruples, make 
objections, and are not sufficiently with me. 9 

"As the war went on Hitler indulged more and more 
in tirades of this kind. He still needed the class that he 
personally despised, as he could not carry out his opera- 
tional functions without them, but he controlled their 


The Other Side of the Hill 

functions more and more closely. Many of the orders 
and reports thus bear two faces. Often what was signed 
did not represent the mind of the man concerned, but he 
had to sign it unless the too familiar consequences were 
to follow. Future psychologists, as well as historians, 
should pay attention to these phenomena. 55 


The 1942 offensive had a ciuious shape, even m its 
original design. It was to be launched from the backward- 
slancing line Taganrog-Kursk — the right flank of which, 
on the sea of Azov, was already close to the Don at Rostov, 
while the left flank at Kursk lay more than 100 miles 
behind, to the west. The offensive was to start with a 
powerful thrust from this reatward flank. The objectives 
were dual, the Caucasus and Stalingrad, but the lattei 
had only a protective purpose — to safeguard the flank of 
the advance to the Caucasus. Ai Stalingrad it was intended 
only to go far enough beyond the city to ensure the tactical 
security of that strategical point. 

The fact that Stalingrad was not a main objective will 
surprise most people* For in that crucial summer of the 
war the fight for Stalingrad filled the minds of the Allied 
public. They felt that their own fate was bound up with 
it, as much as Russia's. 

Further light on this point was provided by Kleist, 
who explained: "The capture of Staling! ad was subsidiary 
to the main aim. It was only of importance as a convenient 
place, in the bottleneck between the Don and the Volga, 
where we could block an attack on our flank by Russian 
forces coming from the East. At the start Stalingrad was 
no more than a name on the map to us." Blumentritt, 
however, told me that: "Hitler originally had the idea of 
wheeling north from Stalingrad with the aim of getting 
astride the rear of the Russian armies at Moscow, but he 
was persuaded, after considerable argument, that this was 
an impossibly ambitious plan. Some of his entourage 

Frustration in the Caucasus and at Stalingra 209 

had even been talking about an advance to the Urals, 
but that was still more a fantasy. 55 

Even as it was, the plan was a hazardous one, and 
became more hazardous from the way it worked out in 

Kleist, who commanded the armoured drivre to the 
Caucasus, was sent for by Hitler on April 1 — an ominous 
date. "Hitler said we must capture the oilfields by the 
autumn because Germany could not continue the war 
without them. When I pointed out the risks of leaving 
such a long flank exposed, he said he was going to draw 
on Rumania, Hungary, and Italy for troops to cover it. 
I warned him, and so did others, that it was rash to rely 
on such troops, but he would not listen. He told me that 
these Allied troops would only be used to hold the flank 
along the Don from Voronezh to its southerly bend, and 
beyond Stalingrad to the Caspian, which, he said, M r ere 
the easiest sectors to hold. 35 

The warnings, and forebodings, of Hitler's military 
executants were justified by the ultimate course of events. 
Nevertheless, it has to be recognized that his second-year 
gamble did not fall far short of success. The summer of 
1942 saw Russia's tide at its lowest ebb. It was fortunate 
for her that so much of Germany's initial strength had 
evaporated. A little greater impetus might have spread 
the many local collapses into a general collapse. 

The summer offensive opened with brilliant success. 
For the Russians were suffering from their huge losses of 
men and equipment in 1941, and their newly-raised armies 
had not yet appeared on the scene. The German left wing 
made a rapid advance from Kursk to Voronezh, Its 
progress was helped because the Russian reserves were 
scanty — they mostly lay farther north in the Moscow 
sector. Another helpful factor was the Russian offensive 
towards Kharkov that had been carried out, with great 
persistence, during the month of May. Referring to this, 
Blumentritt said: "It used up much of the strength that 


The Other Side of the Hill 

might otherwise have been available to meet our offensive. 5 ' 
He went on: "The 4th Panzer Army was the spearhead of 
this advance from Kursk to the Don and Voronezh, The 
2nd Hungarian Army then took over that sector, while our 
armoured forces swerved south-eastward along the right 
bank of the Don. 55 

Remembering the stirring reports at the time about the 
Russians 5 stubborn defence at Voronezh and the way it 
had blocked the German efforts to continue their drive in 
that sector, I questioned him further on this score. He 
replied: "There was never any intention of pushing beyond 
Voronezh and continuing this direct easterly drive. The 
orders were to halt on the Don near Voronezh and assume 
the defensive there, as flank cover to the south-eastward 
advance — which was carried out by the 4th Panzer Army, 
backed up by the 6th Army under Paulus." 

This slanting drive down the corridor between the 
Don and the Donetz helped in turn to screen, and ease 
the way for, the thrust of Kleist 5 s 1st Panzer Army, 
which was entrusted with the principal r61e* Starting 
near Kharkov, it made a rapid advance past Chertkovo 
and Millerovo towards Rostov. The 1 7th Army, south of 
the Donetz, only joined in the offensive when Kleist 
approached Rostov. Relating the story of that lightning 
stroke, Kleist told me that his army crossed the Lower 
Don above Rostov and then pushed eastward along the valley 
of the Manych river. The Russians blew up the dam there 
and the consequent floods threatened to upset the German 
plans. But his armoured forces succeeded in getting across 
the river after two days 5 delay and then swung southward, 
in three columns. Kleist himself accompanied the right 
column, which reached Maikop as early as the 9th of 
August. At the same time his centre and left columns were 
approaching the foothills of the Caucasus mountains, 150 
miles farther to the south-east. This fan-shaped armoured 
drive was backed up by the 1 7th Army, which was pushing 
forward on foot. 

Frustration in the Caucasus and at Stalingrad 211 

Thus in six weeks from the outset the Germans had 
reached and captured the more westerly oilfields, but they 
never succeeded in reaching the main sources — which lay 
beyond the mountains. "The primary cause of our 
failure/ 5 Kleist said, "was shortage of petrol. The bulk of 
our supplies had to come by rail from the Rostov bottle- 
neck, as the Black Sea route was considered unsafe. A 
certain amount of oil was delivered by air, but the total 
which came through was insufficient to maintain the 
momentum of the advance, which came to a halt just 
when our chances looked best. 

"But that was not the ultimate cause of the failure. 
We could still have reached our goal if my forces had not 
been drawn away bit by bit to help the attack at Stalingrad. 
Besides part of my motorized troops, I had to give up the 
whole of my flak corps and all my air force except the 
reconnaissance squadrons. 

"That subtraction contributed to what, in my opinion, 
was a further cause of the failure. The Russians suddenly 
concentrated a force of 800 bombers on my front, operating 
from airfields near Grozny. Although only about a third 
of these bombers were serviceable, they sufficed to put a 
brake on my resumed advance, and it was all the more 
effective because of my lack of fighters and of flak," 

Paying tribute to the stubbornness of the Russian 
defence here, Kleist made an interesting psychological 
point. "In the earlier stages of my advance I met little 
organized resistance. As soon as the Russian forces were 
by-passed, most of the troops seemed more intent to find 
the way back to their homes than to continue fighting. 
That was quite different to what had happened in 1941 
But when we advanced into the Caucasus, the forces we 
met there were local troops, who fought more stubbornly 
because they were fighting to defend their homes. Their 
obstinate resistance was all the more effective because the 
country was so difficult for the advance." 

Dealing in more detail with the course of operations in 


The Other Side of the Hill 

the later bound — after the capture of Maikop — he went on 
to say that the first objective assigned to him was to secure 
the whole length of the great highway from Rostov across 
the Caucasus mountains to Tiflis. Baku was to be a 
second objective. The advance met its first serious check 
on the Terek. He then tried to cross this river by a 
manoeuvre farther to the east and succeeded. But after 
this he was held up again in the very difficult country 
beyond the Terek, which was not only precipitous, but 
densely wooded. The brake imposed by this frontal 
resistance was increased by the exposure of his left flank, 
in the Steppes between Stalingrad and the Caspian. 

"The Russians brought reserves round from the 
southern Caucasus and also from Siberia. These developed 
a menace to my flank here, which was so widely stretched 
that the Russian cavalry could always penetrate my out- 
posts whenever they chose. This flank concentration of 
theirs was helped by the railway that the Russians built 
across the Steppes, from Astrakhan southward. It was 
roughly laid, straight over the level plain without any 
foundation. Efforts to deal w r ith the menace by wrecking 
the railway proved useless, for as soon as any section of 
the railway was destroyed a fresh set of rails was quickly 
laid down, and joined up. My patrols reached the shores 
of the Caspian, but that advance carried us nowhere, for 
my forces in this quarter were striking against an intangible 
foe. As time passed and the Russian strength grew in that 
area the flanking menace became increasingly serious. 53 

Kleist went on trying to reach his objective until 
November — by repeated surprise attacks at different points. 
After failing to get through from Mozdok he made a 
turning movement from Nalchik on his western flank and 
succeeded in reaching Ordzhonikidze, in combination 
with a converging stroke from Prokhladnaya. He traced 
this multiple manoeuvre for me on the map, describing it, 
with professional satisfaction, as "a very elegant battle 35 . 
For, it he had at last been given a measure of air support. 

Frustration in the Caucasus and at Staling? ad 213 

But then bad weather held him up, and after a short 
interval the Russians counter-attacked. "In this counter- 
attack a Rumanian division, which I reckoned as a good 
one, suffered a sudden collapse and threw my plan out of 
joint. After that, a stalemate set in." 

The other generals confirmed Kleist's evidence on the 
causes of the failure, especially the shortage of petrol — the 
armoured divisions were sometimes at a standstill for weeks 
on end, waiting for fresh supplies. Owing to this shortage 
the petrol lorries themselves were immobilized and petrol 
was brought forward on camels — an ironical revival of the 
traditional "ship of the desert 55 . Blumentritt furnished a 
supplementary point in saying that the chance of over- 
coming the resistance in the mountains was diminished 
because most of the Germans' expert mountain troops, 
instead of being used to support Kleist, had been em- 
ployed to help the 17th Army's advance along the Black 
Sea coast towards Batum. "That coastal advance was 
less important than von Kleist's thrust, and it was a mistake 
to put so much effort into it. When it was checked at 
Tuapse, and reinforcements were demanded, some of us 
demurred* The argument went on raging. We used to 
say, to those who pressed the need of the coastal advance — 
'Yes, children, but the oil is over there 5 — pointing to 
Baku. But the clamour for the reinforcement of the 
Tuapse operations prevailed, with the consequent splitting 
of our efforts in the Caucasus, until it was too late. 95 

The divergence of effort that took place in the Caucasus 
area was repeated, on a greater scale, in the splitting of the 
forces between the Caucasus and Stalingrad. But on this 
question, too, Blumentritt differed from the prevailing 
view. "It was absurd to attempt to capture the Caucasus 
and Stalingrad simultaneously in face of strong resistance. 
My own preference, which I expressed at the time, was to 
concentrate first on taking Stalingrad. I felt that capturing 
the oil was less important than destroying the Russian 
forces. Although it was not possible to contradict economic 


The Other Side of the Hill 

experts who asserted that it was essential to obtain the 
oil, if we were to continue the war, events disproved their 
contention. For we managed to carry on the war until 
1945 without ever securing the Caucasus oil." 


The supreme irony of the 1942 campaign was that 
Stalingrad could have been taken quite early if it had 
been considered of prime importance. Kleist's account 
revealed this — "The 4th Panzer Army was advancing on 
that line, on my left. It could have taken Stalingrad with- 
out a fight, at the end of July, but was diverted south to help 
me in crossing the Don. I did not need its aid, and it 
merely congested the roads I was using. When it turned 
north again, a fortnight later, the Russians had gathered 
just sufficient forces at Stalingrad to check it." 

Never again did the prospect look so bright for the 
Germans as in the second half of July, The rapid sweep 
of the two panzer armies had not only hustled the Russians 
out of successive positions but created a state of confusion 
favourable to further exploitation. That accounted for the 
ease with which the German armoured forces were able to 
gain crossings over the Lower Don. There was hardly 
anything to stop them at that moment from driving where 
they wished — south-eastward to the Caucasus or north- 
eastward to the Volga. Most of the Russian forces were 
still to the west of the Lower Don, outstripped in their 
retreat by the pace of the panzers. 

When the 4th Panzer Army missed the chance of taking 
Stalingrad with a rush, through its temporary diversion 
south-eastward, the situation began to change. The 
Russians had time to rally and collect forces for the defence 
of Stalingrad. The Germans, after their first check, had 
to wait until the bulk of Paulus's 6th Army had fought its 
way forward to the Don, mopped up the Russian forces 
that were cornered in the bend of the river, and were 
ready to join in a converging attack on Stalingrad. But 

Frustration in the Caucasus and at Stalingrad 215 

its arrival on the scene was retarded not only because it 
was a foot-marching force but because its pushing power 
dwindled, as division after division was dropped to guard 
the continually extending flank along the Middle Don, 

By the time that the more deliberate bid for Stalingrad 
began, in the second half of August, the Russians had 
collected more reserves there. Check followed check 
It was easier for the Russians to reinforce Stalingrad than 
the Caucasus, because it was nearer their mam front 
Hitler became exasperated at these repeated checks. The 
name of the place — "the City of Stalin'* — was a challenge 
He drew off forces from his main line, and everywhere else, 
in the effort to overcome it — and exhausted his army in the 

The three months 5 struggle became a battle of battering- 
ram tactics on the Germans 9 side. The more closely they 
converged on the city, the narrower became their scope 
for tactical manoeuvre, as a lever in loosening resistance. 
At the same time, the narrowing of the front made it 
easier for the defender to switch his local reserves to any 
threatened point on the defensive arc. The more deeply 
the Germans penetrated into the densely built-up area of 
the city, the slower their progress became. In the last 
stages of the siege the front line was barely half a mile 
from the west bank of the Volga, but by then the strength 
of their efforts was fading, as a result of very heavy losses. 
Each step forward cost more and gained less. 

The inherent difficulties of street fighting, in face of 
stubborn opponents, tended to outweigh the handicaps 
which the defence suffered in this case. The most serious 
of these was the fact that reinforcements and supplies had 
to come across the Volga by ferries and barges, under 
shell-fire. This limited the scale of the forces that the 
Russians could use, and maintain, on the west bank for 
the defence of the city. In consequence the defenders 
were often hard-pressed. The strain on them was the more 
severe because the higher command, with cool strategic 


The Other Side of the Hill 

calculation, reinforced the direct defence as sparingly as 
possible — preferring to concentrate most of its gathering 
reserves on the flanks, with a view to a counter-offensive. 
In the later stages, only on two occasions did it divert to 
Stalingrad itself a division from the armies that it was 
assembling for the counter-offensive. The margin by 
which the gallant defenders of Stalingrad held on was 
narrow, but it sufficed. 

The story of the prolonged battle for Stalingrad has 
been graphically related from the Russian side. On the 
German side, detail is lacking because most of the executive 
commanders, as well as their troops, fell into the Russians' 
hands. So far as it is known, it appears to have been a 
rather dull process of battering at blocks of the city, with 
diminishing resources. The hopes of the attackers faded 
long before the initiative was wrested from them — but they 
were forced to continue trying under Hitler's unrelaxing 
demands for renewed efforts. 

More historical interest lies in the evidence as to the 
way that the push for Stalingrad turned into a trap for 
the armies engaged. The collapse of the flanks was fore- 
shadowed long before it actually occurred. Emphasizing 
this fact Blumentritt said : "The danger to the long stretched 
flank of our advance developed gradually, but it became 
clear early enough for anyone to perceive it who was not 
wilfully blind. Dining August the Russians by degrees 
increased their strength on the other side of the Don, from 
Voronezh south-eastward. A number of short and sharp 
attacks on their part explored the weaknesses of the German 
defence along the Don. These exploratory attacks showed 
them that the Second Hungarian Army was holding the 
sector south of Voronezh, and the Eighth Italian Army 
was holding the sector beyond that. The risk became 
worse after September, when the Rumanians took over the 
more south-easterly sector as far as the Don bend, west of 
Stalingrad. There was only a slight German stiffening in 
this long 'Allied* front- 

Frustration in the Caucasus and at Stalingrad 217 

"Haider had sent me on a flying visit to the Italian 
sector, as an alarming report had come that the Russians 
had penetrated it and made a large breach. On investi- 
gating it, however, I found the attack had been made by 
only one Russian battalion, but an entire Italian division 
had bolted. I took immediate steps to close the gap, 
filling it with an Alpine division and part of the 6th German 

"I speni ten days in that sector and after returning 
made a written report to the effect that it would not be 
safe to hold such a long defensive flank during the winter. 
The railheads were as much as 200 kilometres behind 
the front, and the bare nature of the country meant that 
there was little timber available for constructing defences. 
Such German divisions as were available were holding 
frontages of 50 to 60 kilometres. There were no proper 
trenches or fixed positions. 

"General Haider endorsed this report and urged that 
our offensive should be halted, in view of the increasing 
resistance that it was meeting, and the increasing signs of 
danger to the long-stretched flank. But Hitler would not 
listen. During September the tension between the Fuhrer 
and Haider increased, and their arguments became 
sharper. To see the Fuhrer discussing plans with Haider 
was an illuminating experience. The Fuhrer used to 
move his hands in big sweeps over the map — Tush here; 
push there 9 . It was all vague and regardless of practical 
difficulties. There was no doubt he would have liked to 
remove the whole General Staff, if he could, by a similar 
sweep. He felt that they were half-hearted about his ideas. 

"Finally, General Haider made it clear that he refused 
to take the responsibility of continuing the advance with 
winter approaching. He was dismissed, at the end of 
September, and replaced by General Zeitzler — who was 
then Chief of Staff to Field- Marshal von Rundstedt in the 
West. I was sent to the West to take Zeitzler's place. 

"Arriving fresh on the scene, and being newly appointed 


The Other Side of the Hill 

to such a high position, Zcitzler did not at first worry the 
Fiihrer by constant objections in the way that General 
Haider had done. Thus Hitler pursued his aims unchecked, 
except by the Russians, and our armies were committed 
more deeply. Before long, Zeitzler became gloomy about 
the prospect and argued with the Fiihrer that his intention 
of maintaining our armies forward near Stalingrad through- 
out the winter was impossible. When the outcome proved 
the truth of his warnings, the Fuhrer became increasingly 
hostile to Zeitzler. He did not dismiss him, but he kept 
him at arm's length." 

Summing up the situation Blumentritt said: "There 
would have been no risk of panic in withdrawing this time, 
for the Geiman troops were now properly equipped for 
winter fighting, and had got over the fear of the unknown 
that had frightened them the year before. But they were 
not strong enough to hold on where they were, and the 
Russian strength was growing week by week. 

"Hitler, however, would not budge. His 'instinct' had 
proved right the year before, and he was sure that it would 
be justified again. So he insisted on c no withdrawal 9 . 
The result was that when the Russians launched their 
winter counter-offensive his army at Stalingrad was cut 
off, and forced to surrender. We were already too 
weakened to bear such a loss. The scales of the war had 
turned against Germany. 95 



A question that I put to many generals was: "Do you 
think that Germany could have avoided defeat after 
Stalingrad?" Rundstedt's reply was: "I think so, if the 
commanders in the field had been allowed a free hand in 
withdrawing when and where they thought fit, instead of 
being compelled to hold on too long, as repeatedly hap- 
pened everywhere. 55 While Rundstedt himself was not on 
the Eastern front after 1941, his position gave him more 
detachment of view. Moreover, the fact that he never 
took an optimistic view throughout, while having unique 
experience of high command on both fronts, gives a par- 
ticular value to his opinion on the broad issue. When 
putting the same question to the generals who stayed in 
the East, I found them much more definite. All felt that 
Russia's offensive power could have been worn down by 
elastic defence — if they had only been allowed to practise 
it* Some gave striking examples. 

Kleist cited his own experience in conducting the 
retreat from the Caucasus after Paulus's armies had been 
trapped at Stalingrad. He was promoted to field- 
marshal for his achievement in conducting that retreat 
without serious loss, and it would seem to have been better 
earned than many who have gained their baton for offensive 
successes, as is the normal rule. For it is difficult to think 
of any retreat in history that has extricated an army from 
such a dangerous position under such extraordinary 
difficulties — with the handicap of distance multiplied by 
winter, and then again by the pressure of superior forces 
pressing down on his flank and rear. 

Relating the story of that retreat Kleist said: "Although 
our offensive in the Caucasus had reached its abortive 



The Other Side of the Hill 

end in November, 1942, when stalemate set in, Hitler 
insisted on our staying in that exposed forward position, 
deep m the mountains. At the beginning of January a 
serious danger to my rear flank developed from an attack 
which the Russians delivered from Elista westwards past 
the southern end of Lake Manych. This was more serious 
than the Russian counter-attacks on my forward position, 
near Mozdok, But the greatest danger of all came from 
the Russian advance from Stalingrad, down the Don 
towards Rostov, far in my rear. 

"When the Russians were only 70 kilometres from 
Rostov, and my armies were 650 kilometres east of Rostov, 
Hitler sent me an order that I was not to withdraw under 
any circumstances. That looked like a sentence of doom. 
On the next day, however, I received a fresh order — to 
retreat, and bring away everything with me in the way 
of equipment. That would have been difficult enough in 
any case, but became much more so in the depths of the 
Russian winter. 

"The protection of my flank from Elista back to the 
Don had originally been entrusted to the Rumanian Army 
Group under Marshal Antonescu. Antonescu himself did 
not arrive on the scene, thank God! Instead, the sector 
was placed under Manstein, whose 'Army Group South 5 
included part of the Rumanian forces. With Manstein ? s 
help, we succeeded in withdrawing through the Rostov 
bottleneck before the Russians could cut us off. Even 
so, Manstein was so hard pressed that I had to send some 
of my own divisions to help him in holding off the Russians 
who were pushing down the Don towards Rostov. The 
most dangerous time of the retreat was the last half of 
January. 55 

Kleist emphasized how the course of this retreat, 
which had appeared hardly possible to achieve, showed 
the power of elastic defence. After his forces had got 
safely back to the Dnieper, they were able to launch a 
counter-offensive that turned the tables on the Russian 

After Stalingrad 


advance westward from Stalingrad and the Don. Thi 
riposte recaptured Kharkov and restored the whole 
situation on the southern front. A long lull followed, 
which lasted until after mid-summer 1943. 

That breathing space enabled the Germans to con- 
solidate a firm position in the East, and to build up their 
strength afresh — not to its former level, but sufficient to 
provide a good prospect of holding the Russians at bay. 
But Hitler refused to listen to any advice in favour of 
changing to a defensive strategy. It was he, not the 
Russians, who took the offensive initiative in the summer. 
Although his effort was on a more limited scale and 
frontage than ever, he threw into it all the resources he 
had — employing seventeen armoured divisions in a con- 
verging attack on the Russians 9 Kursk salient. Talking 
of this offensive, Kleist said that he had little hope of any 
good resulting from it, but Kluge and Manstein wno were 
put in charge of the pincers stroke seemed to be quite 
optimistic beforehand. "If it had beet launched she 
weeks earlier it might have been a great success — though 
we had no longer the resources to make it decisive. But in 
the interval the Russians got wind of the preparations. 
They laid deep minefields across their front, while with- 
drawing their main forces farther to the real*, so that 
comparatively few were left in the bag that our high 
command had hoped to enclose/ 5 

When this last German offensive had been brought to 
a halt, the Russians launched theirs — as a counter-offensive. 
They now had ample resources to maintain the momentum, 
whereas the Germans in this last gamble had squandered 
the strength that might still have enabled them to impose 
a prolonged series of checks, and even pioduce a stalemate. 
Almost all the mobile reserves were exhausted. Thus the 
Russian advance rolled on during the autumn and winter 
with only short halts — caused more by out-running its 
own supplies than by the Germans' counter-thrusts. The 
whole southern front was in a state of flux. 


The Other Side of the Hill 

But on the northern front, where the German forces 
had been allowed to remain on the defensive, the Russian 
attacks repeatedly broke down in face of the tenacious 
and well-knit resistance. I had a striking account of this 
period from Heinrici, who then commanded the 4th Army 
on the sector from Rogachev to Orsha, astride the great 
highway from Moscow to Minsk- Mentioning that he had 
been re-reading what I had written about the trends of 
modern warfare, he said: "I want to tell you how strongly 
I agree, from experience, with your conclusions as to the 
superiority of defence over attack in the tactical field. 
The problem turns, as you remark, on the ratio of space 
to force, I think it may interest you to have some 
illustrative examples from my experience. 

"After the evacuation of Smolensk, the Russians 
advanced to within twenty kilometres of Orsha, where the 
troops of the 4th Army were able to check them, after 
occupying a hastily-prepared position that consisted of 
only one trench line. That autumn we there had to meet 
a series of strong Russian offensives, beginning in October 
and continuing until December. There were five suc- 
cessive offensives, I had ten divisions in my army to hold 
a sector that was 150 kilometres wide as the crow flies, 
but actually about 200 kilometres allowing for the irregu- 
larity of the front. The 4th Army was without any reserves, 
and much weakened by the losses it had suffered. But its 
artillery was intact — that was a vital asset. 

"The main objective of the Russians was the great rail 
centre of Orsha — in order to cut the lateral railway from 
Leningrad to Kiev. With this aim they concentrated the 
weight of their assault on a frontage of 20 kilometres astride 
the main highway. In their first offensive they employed 
20-22 divisions; in the second 30 divisions; and in the next 
three about 36 divisions apiece. Part of them were the 
original ones, but most of them were fresh, 

"To meet this assault I used 3^ divisions to hold the 
20 kilometres frontage where the attack came, leaving 6| 

After Stalingrad 


to hold the remainder of my very wide front. Every 
attack was checked. These five successive battles each 
lasted five or six days, but the crisis usually came about the 
third or fourth day, after which the attack began to peter 
out. The Russians did not try any large armoured drive 
— because no considerable gap was made in the defences. 
The attacks were supported by up to fifty infantry tanks, 
but these were always checked 

"The Russians usually made about three tries a day — 
the first about 9 a.m., after heavy artillery preparations; 
the second between 10 and 11; and the third between 
2 and 3 in the afternoon. It was almost like clockwork! 
There was no question of the Russian troops failing to 
advance, until they were stopped by our fire — for they were 
driven forward under the compulsion of officers and com- 
missars, marching in rear, and ready to turn their pistols 
on anyone who shirked. The Russian infantry were badly 
trained, but they attacked vigorously. 

"In my opinion, there were three main factors that 
contributed to the success of the defence. First, I formed 
narrow divisional sectors, with a high ratio of force to 
space, on the actual frontage of the Russian assault. 
Secondly, I managed to form a very powerful artillery 
grouping, of 380 guns, to cover the threatened sector. 
This was controlled by a single commander, at Army 
Headquarters, and was able to concentrate its fire on any 
required point of that 20 kilometre frontage. The Russian 
offensives were supported by up to a thousand guns, but 
their fire was not so concentrated. Thirdly, the losses of 
the German divisions engaged — which had to be reckoned 
as the equivalent of about one battalion per division in 
each day of battle — were compensated by a system of 
drawing battalions from the divisions on other parts of 
the Army front. I always tried to have three fresh 
battalions — one for each of the divisions holding the battle 
front — ready behind this before the attack started- The 
other battalion of the regiment from which it was drawn 


The Other Side of the Hill 

would follow, together with the regimental staff, and in 
this way I would get complete fresh regiments incorporated 
in the front, and then complete fresh divisions. The 
temporary mixing of divisions was inevitable, and part 
of the price of the defensive success, but I always tried to 
restore their integrity as soon as possible/ 5 

In May, 1944 Heinrici was given command of the 
1st Panzer Army together with the 1st Hungarian Army 
on the Carpathian front, and with these forces conducted 
the retreat to Silesia early m 1945 after the German front 
had collapsed in the north. In March, 1945, he was given 
command of the Army Group that faced the Russians' 
final push for Berlin, With tins he fought the battle of the 
Oder and the battle of Berlin. 

In this later stage, he said, he had further developed 
the defensive methods which he had already described. 
"When the Russians were found to be concentrating for 
an attack, I withdiew my troops from the first line under 
cover of night, to the second line — usually about 2 kilo- 
metres behind. The result was that the Russian blow hit 
the air, and its further attack did not have the same 
impetus. Of course, a necessary condition of success was 
to discover the actual intended day of the assault, which I 
sought to do by using patrols to secure prisoners. After 
the Russian attack had been broken, I continued to hold 
the second line as my new forward position, while on the 
sectors that had not been attacked the troops moved forward 
again to re-occupy the first line. This system worked very 
well in the battle of the Oder — the only drawback was 
our scanty strength, after so much had been wasted need- 
lessly by the rigid defence of positions impossible to hold. 

"I never suffered defeat during three years of defensive 
battles when I could base my plan on such methods — and 
I was proud that I never had to call on the Higher 
Command to spare me any of its reserves. I found self- 
propelled guns were of the greatest value in applying 
these defensive tactics* 

After Stalingrad 


"In the light of my experience, I consider that your 
conclusion that the attacker needs a three to one superiority 
is under the mark, rather than over it. I would say that, 
for success, the attacker needs six to one or seven to one 
against a well-knit defence that has a reasonable frontage 
to cover. There were times when my troops held their 
own against odds of 12 to 1 or even 18 to 1. 

"The German defeat in the East was, in my opimon, 
due to one main reason — that our troops were compelled 
to cover immense spaces without the flexibility, in the 
command, that would have enabled them to concentrate 
on holding decisive points. Thus they lost the initiative 
permanently. I doubt whether we could have worn down 
the Russians by pure defence, but might well have been 
able to turn the balance by a more mobile kind of warfare, 
and by shortening our front so as to release forces that 
could be used for effective counter-strokes. 

"But the army commanders were never consulted 
about the plan or method of defence. Guderian, when 
Chief of the General Staff in the last year, had no influence 
on Hitler. His predecessor, Zeitzler, had only a very 
slight influence. Earlier still, Haider's advice had been 
largely disregarded. 

"My first experience after taking over command of the 
4th Army m 1942, opened my eyes. I withdrew a small 
detachment from an awkward position it was holding — 
whereupon I received a warning, conveyed through 
General von Kluge, then the commander of the Army 
Group, that if I did anything of the sort again the least 
that would happen to me would be a court-martial. 

"Hitler always tried to make us fight for every 
yard, threatening to court -martial anyone who didn't. No 
withdrawal was officially permitted without his approval 
— even a small-scale withdrawal. This principle was so 
hammered into the army that it was a common saying 
that battalion commanders were afraid c to move a sentry 
from the window to the door 5 . These rigid methods 



The Other Side of the Hill 

cramped us at every turn. Time after time, forces stayed 
in impossible positions until they were surrounded and 
captured. But some of us ventured to evade his orders so 
far as we could/' 

Such evasion was only possible in a local and limited 
way. Tippelskirch, who succeeded Heinnci in command of 
the 4th Army, bore witness to the value of elastic defence, 
but also to the disastrous consequences of being unable to 
practise it to an adequate extent. "At Mogilev in March, 
1 944, I was commanding the 1 2th Corps — which consisted 
of three divisions. In the offensive the Russians then 
launched, they used ten divisions in the assault on the 
first day, and by the sixth day had used twenty divisions. 
Yet they only captured the first line, and were brought to a 
halt before the second. In the lull that followed I prepared 
a counter-stroke, delivered it by moonlight, and recovered 
all the ground that had been lost — with comparatively few 
casualties. 5 ' 

Tippelskirch then went on to relate what happened 
in the Russians 5 summer offensive in 1944. He took over 
command of the 4th Army three weeks before it opened. 
The army commanders on that front begged for permission 
to withdraw to the line of the Beresina — a long step back 
that would have taken the stmg out of the Russian blow. 
But their proposals were rejected* Tippelskiich never- 
theless made a short step back on his sector to the line of 
the Dnieper, and that sufficed to keep his front intact. 
But the fronts of both the armies on his right and left were 
ruptured, and a general collapse followed. The retreat 
did not stop until the Vistula had been reached, near 

"It would have been much wiser strategy to withdraw 
i the whole front in time. The Russians always needed a 
long pause for preparation after any German withdrawal, 
and they always lost disproportionately when attacking. 
A series of withdrawals by adequately large steps would 
have worn down the Russian strength, besides creating 

After Stalingrad 


opportunities for counter-strokes at a time when the 
German forces were still strong enough to make them 

"Hitler had been justified in his 1941 veto on any 
withdrawal, but his great mistake was to repeat it in 1942 
and later, when conditions were different. For after the 
first year the German Army was well equipped for winter 
fighting, and felt quite able to hold its own with the Russians 
under these conditions. Thus a strategic withdrawal 
would not have shaken its morale. Our troops were 
quite capable of carrying out such a manoeuvre in winter. 
Besides economizing their own strength, it would have 
enabled them to stage a powerful come-back. 

"The root cau&e of Germany's defeat was the way that 
her forces were wasted in fruitless efforts, and above all 
in fruitless resistance at the wrong time and place. That 
was due to Hitler. There was no strategy in our campaign." 

General Dittmar contributed some interesting points to 
the discussion, from his wider and more detached point of 
view. As a military commentator he was amazingly 
objective in his broadcast commentaries during the war — 
more so perhaps than any other military critic anywhere. 
This was the more notable because he had to expound the 
situation under restrictions, and dangers, far worse than 
any Allied commentator had to fear. When I asked him 
how he was able to speak so candidly on many occasions, 
he told me that he owed this latitude to Fritsche, the 
head of radio propaganda, who alone saw his broadcasts 
before they were delivered. He had the feeling that 
Fritsche had reached an underlying disillusionment with 
regard to the Nazi regime, and was glad to give scope to 
someone who would express what he secretly felt himself. 
Naturally there were many protests, though Fritsche did 
his best to shield Dittmar. "I always felt that I was 
walking a tight-rope with a noose round my neck." 

When I asked Dittmar whether he thought that if the 
Germans had adopted a strategy of elastic defence they 


The Other Side of the Hill 

could have worn down the Russians, he replied: "I believe 
we could, and the advantages of elastic defence were clear, 
but our military chiefs could not apply it properly because 
of Hitler's objections. The General Staff were not allowed 
to order the construction of lines in rear, or even to discuss 
plans in case of being driven back. They were forbidden 
to make any preparatory plans for a withdrawal. In 
1 943 5 however, they managed to do a little preparatory 
work on the quiet, by circulating instructions in discreetly 
worded leaflets These leaflets were distributed among 
the various armies, but without any imprint to show that 
they emanated from the General Staff. 95 

I asked Dittmar whether any strategic withdrawal was 
attempted on the German side, prior to the launching of 
the great Russian offensive in July, 1943, or again before 
that of January, 1945- He replied: "No. Each was a 
case of an absolute break-through, owing to the strategy 
that Hitler imposed. Some of the commanders of the 
lower foimations were shrewd enough to evade his rule 
that every place was to be held at all costs, and carried out 
short withdrawals on their own, but others clung on in 
strict obedience to orders, and as a result their troops were 
cut off and captured. The disaster in each case was due 
to the fundamental error of a rigidly defensive strategy. 
That disaster was all the worse in the case of the Russian 
offensive from the Vistula m January, 1945, because the 
reserves that had been held ready to meet the threat 
were taken away at the critical moment and dispatched 
to the relief of Budapest. 55 They comprised three of the 
best-equipped armoured divisions available. 

"The policy of clinging on at all costs in particular 
places repeatedly changed the campaign for the worse. 
The attempt to cement one threatened breach in the general 
front repeatedly caused fresh breaches. In the end that 
proved fatal." 



The German generals 5 impressions of the Red Army were 
interesting, and often illuminating. The best appreciation 
in a concise form came from Kleisl : "The men were first- 
rate fighters from the start, and we owed our success simply 
to superior training. They became first-rate soldiers with 
experience. They fought most toughly, had amazing 
endurance, and could carry on without most of the things 
other armies regarded as necessities. The Staff were 
quick to learn from their early defeats, and soon became 
highly efficient/ 9 

Some of the other German generals disagreed, and said 
that the Russian infantry in general remained rather poor, 
tactically and technically, though the tank forces were 
formidable. I noted, however, that the more critical 
opinions came from generals who had been on the northern 
half of the front — which suggests that the more skilled 
part of the Red Army operated in the south. On the 
other hand, the guerrillas seem to have been more active 
behind the German front in the north, and by 1944 had 
forced the Germans there to abandon the use of all except 
a few of the trunk roads as supply routes. Tippelskirch, 
whose 4th Army was cut off on the northern Dnieper by 
the Russian summer offensive that year, told me that he 
extricated it by making a detour southwards towards the 
Pripet Marshes, after the main line of retreat to Minsk 
had been blocked, moving by way of roads which had long 
been abandoned because of guerrilla interference. "I 
found every single bridge on the route had been broken, 
and had to repair them in the course of my retreat." 

Talking of his four years 5 experience of the Northern 
front, he remarked: "Our infantry lost their fear of the 


230 The Other Side of the Hill 

Russian infantry in 1941, but they remained fearful of 
being taken prisoner — and sent to Siberia or worse. This 
fear helped to stiffen their resistance, but it had an insidious 
effect as time went on, particularly when they were 
compelled by Hitler's order to remain in isolated forward 
positions where they were bound eventually to be cut off," 

I asked Rundstedt what he considered were the strong 
and weak points of the Red Army, as he found it in 1941. 
His reply was: "The Russian heavy tanks were a surprise 
in quality and reliability from the outset. But the Russians 
proved to have less artillery than had been expected, and 
their air force did not offer serious opposition in that 
first campaign." 

Talking more specifically of the Russian weapons 
Kleist said: "Their equipment was very good even in 
1941, especially the tanks. Their artillery was excellent, 
and also most of the infantry weapons— their rifles were 
more modern than ours, and had a more rapid rate of 
fire. Their T.34 tank was the finest in the world. 5 * In 
my talks with Manteuffel, he emphasized that the Russians 
maintained their advantage in tank design and that in the 
"Stalin" tank, which appeared in 1944, they had what he 
considered the best tank that was seen in battle, anywhere, 
up to the end of the war. British experts have criticized 
the Russian tanks for lacking the refinements, and gadgets, 
desirable in various operational respects — especially for 
wireless control. But the German tank experts considered 
that the British and Americans tended to sacrifice too 
much in the way of power and performance for these 

On the equipment side Kleist said that the Russians 5 
weakest period had been in 1942. They had not been 
able to make up their 1941 losses, and throughout the 
year were very short of artillery in particular. "They 
had to use mortars, brought up on lorries, to compensate 
their lack of artillery. 55 But from 1943 on their equip- 
ment position became better and better. While the 

The Red Army 


inpouring flow of Allied supplies was a big factor, especially 
in motor transport, the increasing production of the new 
Russian factories in the East, out of reach, accounted for 
even more* The tanks employed were almost entirely of 
their own manufacture. 

A rather surprising feature of the campaign in the East 
was that the Russians did not make any effective use of 
airborne forces, although they had led the world in the 
development of this new arm — which had played a promi- 
nent part in their Army Manoeuvres in pre-war years. I 
discussed this question with Student, who replied: "I 
often wondered why the Russians never used their para- 
chute troops The reason, I imagine, may have been that 
their training was insufficient — due to lack of practice in 
navigation as well as in dropping. All they did in this 
way was to drop agents and small parties for sabotage 
behind our front. 55 

Coming to the question of leadership I asked Rundstedt 
which were the best of the Russian generals in his experi- 
ence. He replied: "None were any good in 1941. Of 
Budenny, who commanded the armies facing me, a cap- 
tured Russian officer aptly remarked — c He is a man with 
a very large moustache, but a very small brain/ But in 
later years there is no doubt of the improvement in their 
generalship. Zhukoy was very good. It is interesting to 
recall that he first studied strategy in Germany under 
General von Seeckt — this was about 1921-23." 

Dittmar, who in his position as the leading military 
commentator was best placed to gather the consensus of 
opinion among the German generals, said that Zhukov 
was regarded as outstanding. Koniev was good, a clever 
tactician, but not quite on the same level. "As the war 
went on, the Russians developed an increasingly high 
standard of leadership from top to bottom. One of their 
greatest assets was their officers' readiness to learn, and 
the way they studied their job." He added that the 
Russians could afford to make mistakes, because of their 

232 The Other Side of the Hill 

immense superiority of strength, in a way that the Germans 
could not. 

This verdict on the Russian generals was questioned 
by some of their German opponents, especially those who 
had been on the Northern front. Broadly speaking, the 
run of opinion seemed to be that the top and bottom of 
the Russian ladder of command became the strongest 
sections, while the middle piece was shaky* The top rungs 
were filled by men who had proved themselves so able 
that they were allowed to exercise their own judgment, 
and could safely insist on doing things in their own way. 
The bottom rungs were filled by junior officers who, 
within their limited sphere, tended to develop a good 
tactical sense, because the incompetent soon became 
casualties in a field that was ruled by the hard realities 
of the enemy's bullets and shells. But the intermediate 
commanders, even more than most armies, were con- 
cerned with other factors. Their superiors 5 orders and 
judgments were more to be feared than the enemy. 

In this connection one of the German army commanders 
on the northern front made a significant comment: "It 
was usually safe to encourage the Russians to attack, so 
long as the defence was elastically designed. The Russians 
were always very bull-headed in their offensive methods, 
repeating their attacks again and again. This was due to 
the way their leaders lived m fear of being considered 
lacking m determination if they broke off their attack." 

As regards the general characteristics of the Russian 
soldier, Dittmar gave me an illuminating sidelight when 
I asked him what he considered was the Russians' chief 
asset. "I would put first, what might be called the soulless 
indifference of the troops — it was something more than 
fatalism. They were not quite so insensitive when things 
went badly for them, but normally it was difficult to make 
any impression on them in the way that would happen 
with troops of other nations. During my period of 
command on the Finnish front there was only one instance 

The Red Army 


where Russian troops actually surrendered to my own. 
While that extraordinary stolidity made the Russians very 
difficult to conquer it was also their chief weakness in a 
military sense — because in the earlier campaigns it often 
led to them being encircled." 

Dittmar added: "On Hitler's specific orders, an attempt 
was later made m the German Army to inculcate the same 
mental attitude that prevailed m the Red Army. We 
tried to copy the Russians in this respect, while the Russians 
copied us, more successfully, in tactics. The Russians 
could afford to tram their troops in this attitude because 
losses mattered little to them, and the troops were 
accustomed to do implicitly what they were told. 3 9 

Blumentiitt, who was fond of discoursing philosophically 
and historically on all these subjects, gave me his impressions 
at greater length, starting with his experience in the First 
World War. 

"In 1 9 14-18, as a lieutenant, I fought for the first two 
years against the Russians, after a brief contact with the 
French and Belgians at Namur in August, 1914. In our 
very first aitack on the Russian front, we quickly realized 
that here we were meeting essentially different soldiers 
from the French and Belgian — hardly visible, entrenched 
with consummate skill, and resolute! We suffered 
considerable losses. 

"In those days it was the Russian Imperial Army. 
Hard, but good-natured on the whole, they had the habit 
of setting fire on military principle to taverns and villages, in 
East Prussia when they were forced to withdraw, just as 
they always did thereafter m their own country. When the 
red glow from the burning villages lit up the horizon at 
evening, we knew that the Russians were leaving. 
Curiously, the population did not seem to complain. 
That was the Russian way, and had been so for centuries. 

"When I referred to the bulk of the Russian Army as 
good-natured, I am speaking of their European troops. 
The much harder Asiatic troops, the Siberian corps, were 


The Other Side of the Hill 

cruel in their behaviour. So, also, were the Cossacks. 
Eastern Germany had plenty to suffer on this score in 

"Even in 19 14-18 the greater hardness of war condi- 
tions in the East had its effect on our own troops. Men 
preferred to be sent to the Western rather than the Eastern 
front. In the West it was a war of material and mass- 
artillery — Verdun, the Somme, and so on. These factors 
were paramount, and very gruelling to endure, but at 
least we were dealing with Western adversaries. In the 
East there was not so much shell-fire, but the fighting was 
more dogged, as the human type was much harder. Night 
fighting, hand-to-hand fighting, fighting in the forests, 
were particularly fostered by the Russians. In that war 
there was a saying current among German soldiers: 'In 
the East the gallant Army is fighting; in the West the 
Fire Brigade is standing by. 5 

"It was in this war, however, that we first learnt to 
realize what 'Russia* really means. The opening battle in 
June, 1 94 1, revealed to us for the first time the new Soviet 
Army. Our casualties were up to fifty per cent. The 
Ogpu and a women's battalion defended the old citadel at 
Brest-Litovsk for a week, fighting to the last, in spite of 
bombardment with our heaviest guns and from the air. 
Our troops soon learnt to know what fighting the Russians 
meant. The Fuhrer and most of our highest chiefs didn't 
know. That caused a lot of trouble 

"The Red Army of 1941-45 was far harder than the 
Czar's Army, for they were fighting fanatically for an idea. 
That increased their doggedness, and in turn made our 
own troops hard, for in the East the maxim held good — 
'You or P. Discipline in the Red Army was far more 
rigorous than in the Czar's Army. These are examples of 
the sort of order that we used to intercept — and they 
were blindly obeyed. 'Why do you fail to attack, I 
order you for the last time to take Strylenko otherwise I 
fear for your health.' 'Why is your regiment not in the 

The Red Army 


initial position for attack? Engage at once unless you 
want to lose your head. 9 In such ways we were brought to 
realize the inexorable character of our opponents. We 
had no idea in 1941 that within a few years it would be 
much the same with us. 

"Wherever Russians have appeared in the history of 
war, the fight was hard, ruthless, and involved heavy 
losses. Where the Russian makes a stand or defends 
himself, he is hard to defeat, and it costs a lot of bloodshed. 
As a child of nature he works with the simplest expedients. 
As all have to obey blindly, and the Slav- Asiatic character 
only understands the absolute, disobedience is non- 
existent. The Russian commanders can make incredible 
demands on their men in every way — and there is no 
murmuring, no complaint. 

"The East and the West are two worlds, and they 
cannot understand each other. Russia is a dumb question 
mark on the Sphinx. The Russians can keep their mouths 
shut, and their minds are closed to us." 

Blumentritt's reflections touched on a point that 
played a part almost as great as morale. For all the 
generals emphasized that the Russians' greatest asset was 
the way they could do without normal supplies, Man- 
teuffel, who led many tank raids deep behind their front, 
gave the most vivid picture — "The advance of a Russian 
Army is something that Westerners can't imagine. Behind 
the tank spearheads rolls on a vast horde, largely mounted 
on horses. The soldier carries a sack on his back, with dry 
crusts of bread and raw vegetables collected on the march 
from the fields and villages. The horses eat the straw 
from the house roofs — they get very little else. The 
Russians are accustomed to carry on for as long as three 
weeks in this primitive way, when advancing. You 
can't stop them, like an ordinary army, by cutting their 
communications, for you rarely find any supply columns 
to strike. 59 



For Britain and the United States the landing in Normandy 
was the supreme venture. The story of it has been 
abundantly told from their points of view. It is more 
illuminating to follow the course of the invasion from 
"the other side of the hill 5 '. During the first month, the 
opposing Commander-in-Chief was Field- Marshal von 
Rundstedt, who had been in command of the Western 
theatre since early in 1942. He gave me his account. 
At the start of the second month Rundstedt was replaced 
by Field- Marshal von Kluge, who held the post until the 
collapse came. He is dead — after the collapse he swallowed 
a dose of poison in despair, a nd fear of Hitler. But General 
Blumentntt was Chief of Staff to both throughout this 
crucial campaign, and I had a very detailed account 
from him of events during both periods. 

Under Rundstedt and Kluge in turn, the battle to check 
the invasion was conducted by Field-Marshal Rommel 
commanding Army Group "B", which stretched from 
Brittany to Holland. Rommel, too, is dead. But I was 
able to gain light on his part in the Normandy campaign 
from members of his staff — and get a check on each of 
the higher commanders 5 accounts from other generals 
who were on the scene. 

Seeing the battle through the opponent's eyes is the 
most dramatic way of seeing it. It is different in one 
important respect from "looking at it through the opposite 
end of the telescope 5 \ For instead of being minimized, 
the picture is magnified — with startling vividness. 

Looking at the invasion problem from the English 
shore, it appeared tremendously formidable. Looking at 


Paralysis in Normandy 237 

it from the French shore, as the enemy saw it, one could 
better appreciate the very different feelings of those who 
faced the threat of invasion by Powers which held the 
command of the sea, and of the air. "I had over 3,000 
miles of coastline to cover/ 3 Rundstedt told me, "from the 
Italian frontier in the south to the German froniier in 
the north, and only 60 divisions with which to defend it. 
Most of them were low-grade divisions, and some of them 
were skeletons. 3 ' 

The figure of 60 would not "go" into 3,000 miles on 
any strategic calculation. It spelt fifty miles per division, 
even without allowing for the need of reserves behind. 
That was an impossible proposition. In the 1914-18 war 
it used to be considered that 3 miles per division was the 
safety limit against any strong attack. The power of 
modern defence had increased since then at least double, 
perhaps treble — even so, the number of divisions available 
was far too small to cover the whole frontage with any 
degree of security. 

The chances thus depended on guessing correctly 
where the Allies were likely to make their landing. 
Unlikely sections of the coastline had to be left almost 
defenceless in order to have any appreciable cover for the 
more probable stretches. Even then, these could only be 
held thinly if reserves were to be kept back for counter- 
attack at the actual points of landing within the sector — 
when these were clearly known. 

Rundstedt and Blumentritt emphasized to me how 
much more difficult their problem was made by Hitler's 
readiness to imagine that the invasion might come any- 
where on the circumference of occupied Europe, and his 
inclination to scout the shipping factors. 


I asked the Field- Marshal whether he had expected an 
Allied invasion of the West at any time prior to when it 
actually came. He replied: "I was surprised that you did 


The Other Side of the Hill 

not attempt an invasion in 1941 while our armies were 
advancing deep into Russia. But at that time I was myself 
on the Eastern front, and out of touch with the situation 
in the West. When I came there, and knew the situation 
better, I did not expect an early invasion, for I realized 
that your resources were not sufficient* 3 3 Rundstedt's 
reference to his 1941 view would appear to bear out earlier 
reports that he then got on Hitler's nerves by his warnings 
about leaving the German rear exposed — a risk which 
Hitler sought to cover by sending Rundstedt to take charge 
in the West. Rundstedt's sphere of responsibility stretched 
from the Dutch-German frontier to the Franco-Italian 

In answer to a further question, the Field-Marshal said 
he did not imagine that the landing at Dieppe, in August, 
1942, portended an actual invasion. He thought it was 
merely an experimental attack, to test the coastal defences, 
When I questioned Blumentritt on the same point he gave 
a somewhat different answer — "I was not in the West 
at the time, but I heard a lot about the landing after my 
arrival, at the end of September, to succeed General 
Zeitzler as Chief of Staff there. The German Command 
was not sure whether it was merely a raid, or whether it 
might have been followed up with larger reinforcements if 
it had been more successful at the outset." It would 
seem that both Zeitzler and Keitel took a serious view 
of it* 

Continuing his account, Rundstedt said: "I expected 
an invasion in 1943, once we had occupied the whole of 
France. For I thought you would take early advantage 
of this extensive stretching of the German forces in the 

Blumentritt amplified this point: "After the Allied 
landings in French North Africa — in November, 1942 — 
the Fuhrer's order for us to advance into the unoccupied 
part of France was prompted by his conviction that the 
Allies would go on from Africa to invade southern France. 

Paralysis in Normandy 


It was reckoned that they would land on ihe Mediter- 
ranean coast, and that the Vichy Government would not 
oppose them. The occupation took place without any 
great friction, and the only casualties were caused by 
partisans — whose activities were already becoming uncom- 
fortable. Field- Marshal von Rundstedt himself went on 
alone ahead of his troops in order to arrange at Vichy 
that the occupation should be carried out peacefully, so as 
to avoid useless losses to both sides. He succeeded in that 
purpose. 55 

1943 — "the year of uncertainty" 

"After the fall of Tunis in May/ 3 Blumentritt said, 
"Hitler became increasingly anxious about the possibility 
of a landing in the south of France. In fact, that year 
Hitler was constantly on the jump — at one moment he 
expected an invasion in Norway, at another moment in 
Holland, then near the Somme, or Normandy and Brittany, 
in Portugal, in Spain, in the Adriatic. His eyes were 
hopping all around the map. 

"He was particularly concerned about the possibility 
of a pincer-type invasion, with simultaneous landings in 
the south of France and the Bay of Biscay. He also feared 
a stroke to capture the Balearic Islands, followed by a 
landing at Barcelona and an advance from there north- 
ward into France. He was so impressed with the risks 
of an Allied invasion of Spain that he ordered strong 
German forces to be sent to the Pyrenees to meet it. At 
the same time he insisted that the German forces must be 
careful to observe the strictest neutrality, and avoid any 
offence to Spain. 

"We soldiers, however, did not share some of his 
apprehensions. We thought it was unlikely that the British 
High Command would attempt a landing in the Bay of 
Biscay as it was outside the range of air support from 
England. We also discounted the Spanish possibilities, 
for several reasons — we doubted whether the Allies would 


The Other Side of the Hill 

risk incurring Spain's hostility, and in any case it was un- 
favourable country for large-scale operations, the com- 
munications being bad, and the Pyrenees forming a barrier 
beyond. Moreover, we were on friendly terms with the 
Spanish generals along the Pyrenean frontier, and while they 
let us know clearly that they would resist any German in- 
vasion, they were helpful in providing us with information. 9 ' 

Blumentntt, however, went on to say that while the 
generals discounted some of the threats that worried Hitler, 
they thought a landing would come somewhere. "This 
year showed every sign of being the one for the expected 
invasion. Rumours grew stronger throughout 1943 that 
an invasion was coming. They reached us largely from 
foreign diplomatic sources — from the Rumanian, Hun- 
garian, and Japanese military attaches, as well as from 
Vichy quarters." 

It would seem that rumour was more effective than 
planned deception in playing on the mind of the enemy 
command. In one of my talks with Rundstedt, I asked 
him whether he thought that a cross-Channel invasion 
was coming in September that year — at that time we made 
an elaborate feint, moving large forces down to the south 
coast of England, and making an appearance of embarking 
them. He replied, with a smile: "The movements you 
made at that time were too obvious — it was evident that 
they were a bluff/ 3 

That too apparent piece of stage-play tended to relieve 
the anxieties of the German Command, by its indication 
that the Allies were putting off the attempt. Since autumn 
gales were about due, it meant that the German garrisons 
of France might count upon another winter's respite 
before the storm broke upon them. It was a partial relief 
after a long period of strained alertness, 

"In brief, 1943 might be summed up as 'the year of 
uncertainty and insecurity',' 5 remarked Blumentritt. "Its 
difficulties were increased because the Resistance move- 
ment in France had by then become very formidable, and 

Paralysis in Normandy 


was causing us many casualties, as well as serious strain. 
It had not amounted to much in 1942. It was then divided 
into three distinct groups — Communists, Gaulhsts and 
Giraudists. Fortunately for us, these three groups were 
antagonistic to one another, and often brought us informa- 
tion about one another's activities. But from 1943 onwards 
they became united — with Britain directing their operations 
and supplying them with arms by air. 35 


During 1943 various alterations were made in the 
defence scheme to meet invasion, under the handicap of 
limited resources. For France had been used as a con- 
valescent home where divisions exhausted in the Eastern 
campaign could recuperate and reorganize. Describing 
the steps, Blumentritt said: ' 'Up to 1943 there had been 
fifty to sixty divisions in France which were repeatedly 
being replaced by badly-damaged divisions from the 
Russian front. This continual interchange was detrimental 
to a proper system of defence on the coast. So permanent 
coast-defence divisions were formed, with a specialized 
organization adapted to their particular sectors. This 
system had the advantage of ensuring that they were well 
acquainted with the sector they had to guard, and it also 
enabled the most economic use of the limited equipment 
available in the West. But it had inevitable weaknesses. 
The officers and men were mostly of the older classes, and 
their armament was on a lower scale than in the active 
divisions. It included a large proportion of captured 
French, Polish, and Yugo-Slav weapons, which fired 
differing kinds of ammunition — so that supplies were 
more liable to run out, at awkward moments, than in the 
case of standard weapons. Most of these divisions had 
only two infantry regiments, with two field batteries 
comprising 24 pieces in all, and one medium battery of 
12 pieces. As the artillery was horse-drawn it had little 


The Other Side of the Hill 

"Besides these coast-defence divisions there was the 
coastal artillery. But this, whether naval or military, 
came under the Naval Gommand — which was always 
inclined to disagree with the Army Command." 

A fresh complication arose at the end of the year with 
RommePs entry on the scene. He had previously been for 
a short time in command of the German forces that occu- 
pied Northern Italy, but in November he was appointed 
by Hitler to inspect and improve the coast defences from 
Denmark to the Spanish frontier. After dealing with 
those in Denmark he moved to France just before Christmas 
— which brought him into Rundstedt's sphere. He 
worked under special instructions from Hitler, yet without 
any clear definition about his relationship to Rundstedt. 
Controversy naturally developed, and the more inevitably 
because their ideas differed. 

Blumentritt's comment was: 5 'Soon, the armies did not 
know whether they were under the command of Rundstedt 
or Rommel, as the latter wanted his ideas on coast defence 
to be put into practice everywhere. To solve the problem, 
Rundstedt suggested that Rommel should take over execu- 
tive charge of the most important sector of the front along 
the Channel, from the Dutch-German border to the Loire, 
while the Southern front from the Loire to the Alps 
would be entrusted to Blaskowitz — both being under 
Rundstedt as supreme commander. Under RommePs 
Army Group "B" would be placed the troops in Holland; 
the 15th Army, holding from there to the Seine; and the 
7th Army, from the Seme to the Loire. Blaskowitz's Army 
Group "G" comprised the 1st Army, covering the Bay of 
Biscay and the Pyrenees, and the 19th Army, covering the 
Mediterranean coast. 59 

According to RommePs staff, the proposal came from 
him — "as the only way of putting his ideas into execution 
quickly". In any case the arrangement was sanctioned, 
about a month after his arrival. It went some way to ease 
the situation, although the difference of views between 

Paralysis in Normandy 


Rundstedt and Rommel was not compatible with a real 

Speaking to me of Rommel, Rundstedt said — "He was 
a brave man, and a very capable commander in small 
operations, but not really qualified for high command/ 5 
But he had no complaint of Rommel's loyalty. "When I 
gave an order Rommel obeyed it without making any 
difficulty. 55 On the other hand, it would appear that 
Rundstedt was almost too scrupulous in refraining from 
interference in what he regarded as his subordinate's 
proper sphere of responsibility. Hence he hesitated to 
overrule Rommel on matters where his own view was 
basically different, and where RornmeFs decisions were 
bound to have a far-reaching effect on his own steps. 

Here I would remark that the more I saw of Rundstedt 
the better impression he made. That was due to indirect 
as well as direct evidence. His seniority might have partly 
explained the high respect, but not the deep affection he 
inspired among those who shared his captivity. He has a 
rather orthodox mind, not only in the operational sphdre, 
but it is an able and sensitive mind, backed by a character 
that makes him outstanding. He is dignified without being 
arrogant, and essentially aristocratic in outlook — giving 
that term its best sense. He has an austere appearance 
that is offset by a pleasant smile and a nice gleam of 
humour. This frequently comes out. Walking back with 
him on one occasion to his cramped little room, after 
passing through the heavily barbed-wire gate into the 
inner compound, we came to the front door. I motioned 
him to go in first. He replied to this gesture, with a smile : 
"Oh, no — this is my house 55 


When 1944 came it was clear that the mam invasion 
would be launched from England, because of the scale 
of the American forces which were being transported there. 
But it was more difficult to determine where the landings 


The Other Side of the Hill 

would be made in France. "Very little reliable news came 
out of England/ 5 Blumentritt told me. "All that side of 
the Intelligence was directed by O.K.W. under Hitler, 
not by us — and was carried out by a special branch of the 
S.D. We were dependent on them for our information, 

"They gave us reports of where, broadly, the British 
and American forces respectively were assembled in 
southern England — there were a small number of German 
agents in England, who reported by wiieless transmitting 
sets what they observed. But they found out very little 
beyond that. We were so weak in the air that recon- 
naissance over England was very limited. Towards D-day, 
however, night-flying 'planes reported large movements of 
transport towards the south-west coast — which they could 
follow because the vehicles had their headlights on. 95 
(Presumably these were American troops, as the western 
half of Southern England was occupied by them,) "We 
also intercepted a wireless message from the British Fleet 
which gave us an indication that something important was 
about to take place in the Channel. 

"Another hint came from the increased activity of the 
^Resistance* in France. We captured several hundred 
wireless transmitters, and were able to discover the bearing 
of the code phrases used in communicating with England. 
The messages were veiled, but the broad significance was 

"But nothing we learnt gave us a definite clue where the 
invasion was actually coming. We had to depend on our 
own judgment in that vital respect. 5 ' 

Blumentritt then told me: "Our Naval Staff always 
insisted that the Allies would land near a big port. They 
anticipated an attack on Le Havre — not only because of its 
value as a port, but because it was the base for our midget 
submarines. We soldiers did not agree with their view. 
We doubted whether the Allies would make a direct 
attack on such a well-fortified place. Moreover, we had 
inlormation about a big exercise carried out in southern 

Paralysis in Normandy 


England, where the troops had been disembarked on a 
flat and open coastline. 

"From this we deduced that the Allies would not try 
to attack a port at the outset. But we had no idea, nor 
any report, that they were developing artificial harbours — 
the Mulberries. We thought you were probably intending 
to lay your ships side by side, to form a bridge over which 
stores could be unloaded and carried ashore to the beaches/ 5 

Rundstedt said frankly: "I thought the invasion would 
come across the narrower part of the Channel, between 
Le Havre and Calais — rather than between Caen and Cher- 
bourg. I expected the landing to take place on either 
side of the estuary of the Somme. I thought the first 
landing might take place on the west side, between Le 
Treport and Le Havre, followed by a further landing 
between the Somme and Calais " 

I asked Rundstedt his reasons for tins calculation. He 
replied: "The Somme-Calais area seemed to us so much 
better, strategically, from your point of view — because it 
was so much closer to Germany. It was the quickest route 
to the Rhine. I reckoned you could get there in four 
days. 55 

His reasoning suggested that his calculation was 
governed by a preconceived view, based on the assumption 
that the Allies would take what was theoretically the best 
line, regardless of the practical difficulties. I remarked 
to him that, for the same reasons, it was likely to be the 
most strongly defended sector — surely a good reason why 
the Allies were likely to avoid it. 

He admitted the point but answered: "The strength of 
the defences was absurdly overrated. The 6 Atlantic Wall 5 
was an illusion, conjured up by propaganda — to deceive 
the German people as well as the Allies. It used to make 
me angry to read the stories about its impregnable defences. 
It was nonsense to describe it as a 'wall 5 . Hitler himself 
never came to visit it, and see what it really was. For that 
matter the only time he came to the Channel coast in the 


The Other Side of the Hill 

whole war was back in 1940 when he paid a visit on one 
occasion to Gap Gris Nez." I remarked: "And looked 
across at the English coast, like Napoleon? 59 Rundstedt 
nodded, with an ironical smile. 

Rundstedt went on to say that another reason for his 
anticipation that the invasion would come in the Somme- 
Calais area was that we should be forced to attack the 
area where V-weapons were located at the earliest possible 
moment, in order to save London from destruction. He 
was told that the effect of these weapons would be much 
greater than it was in reality. Hitler built excessive hopes 
on them, and that affected strategic calculations* 

It was Hitler, however, who guessed that the Allied 
landings would come in Normandy. Blumentritt revealed 
this, "At the end of March O.K.W. issued instructions 
which showed that Hitler expected an invasion of Nor- 
mandy. From that time onward we received repeated 
warnings about it, starting with the words — 'The Ftihrer 
fears . . .' I don't know what led him to that conclusion. 
But as a result the 91st Air-landing Division with some 
tank squadrons was moved down there, and posted in 
reserve behind the Cherbourg Peninsula — near Carentan." 

Members of Rommel's staff had told me that he likewise 
anticipated that our landings would take place in Nor- 
mandy, in contrast to Rundstedt's view. I asked Rundstedt 
and Blumentritt about this, and they said it was correct. 
Rommel came round to that view increasingly in the spring. 
They did not know how far it was his own judgement, or 
influenced by Hitler's repeated warnings — "Watch 

It would seem that Hitler's much derided c intuition" 
was nearer the mark than the calculations of the ablest 
professional soldiers. They were unduly influenced by 
their tendency to go by what was the proper course in 
orthodox strategic theory — or by a conviction that the 
Allied planners were sure to do the conventional thing. 
The value of doing the "unexpected" was overlooked. 

Paralysis in Normandy 


In this connection, Rundstedt made a significant dis- 
closure in answer to one of my questions* "If the Allies 
had landed in western France, near the Loire, they could 
have succeeded very easily — both in establishing a large 
enough bridgehead, and then driving inland. I could not 
have moved a single division there to stop them/' Blumen- 
tritt added: "Such a landing would have met practically 
no opposition. There weie only three divisions covering 
300 miles of coast south of the Loire, and two of them 
were training divisions composed of raw recruits. A 
company commander on that coast had to cycle all day 
in covering his company sector. We regarded the Loire 
area as too far from England for air support, and thus 
assumed it was unlikely the Allied Command would 
attempt to land there — knowing how much they were 
inclined to count on ensuring maximum air cover." 

On the same reasoning the German Command, except 
Rommel, thought that a landing in Normandy was less 
likely than where the Channel was narrower, and air 
support easier. Rundstedt said, too: "We thought that 
any landing in Normandy would be limited to an attempt 
to capture Cherbourg. The American landing near here 
was thus less unexpected than the British landing round 
Caen. 55 


In June, 1944, there were (to be exact) 59 German 
divisions in the West — eight of these being in Holland and 
Belgium. More than half the total were coast-defence or 
training divisions. Of the 27 field divisions, only 10 were 
armoured — three of these were in the south, and one 
near Antwerp. 

Along the 200 mile stretch of the Normandy coast, 
west of the Seine, stood six divisions (four of them merely 
coast-defence). Three of these were in the Cherbourg 
Peninsula, two held the forty-mile stretch between there 
and Caen — from the Vire to the Orne — and one was 

248 The Other Side of the Hill 

between the Orne and the Seine. Blumentritt commented : 
"The dispositions would more truly be described as 
'coast-protection* rather than as 'defence 5 ! As we did not 
anticipate that any landing would be made on the west 
side of the Cherbourg Peninsula, that sector was held 
very lightly — we even put Russian units there/ 5 

There was one armoured division in the forward area, 
for counter-attack. This was the 21st Panzer Division. 
"There were prolonged arguments/ 5 Blumentritt said, "as 
to where the 21st Panzer Division should be placed. 
Field-Marshal von Rundstedt would have preferred it to 
be south of St. Lo, behind the Cherbourg Peninsula. 
But Rommel chose to put it nearer the coast and on the 
other flank, close to Caen. This meant that it was too 
near the coast to be really available as a reserve for the 
sector as a whole. 55 

Nevertheless, the presence of that division near Caen 
proved an important factor. But for it, the British might 
have captured Caen on the first day of the landing. 
Rommel begged in vain for a second armoured division to 
be at hand near the mouth of the Vire — where the 
Americans landed. 

Here we are brought to the great controversy that 
vitally affected the German plans to meet the invasion. 
Rundstedt felt that, with forces so limited and a coastline 
so long, it was not possible to prevent the Allies achieving 
a landing. He relied, therefore, on a powerful counter- 
offensive to throw them out — after they had committed 
themselves, but before they were well established. 

Rommel, on the other hand, felt that the only chance 
lay in defeating the invaders on the coast, before they were 
properly ashore. "The first twenty-four hours will be 
decisive, 55 he often said to his Staff. Blumentritt, though 
of the opposite school, explained Rommel's reasons to me 
most fairly: "Rommel had found in Africa that the tanks 
were apt to be too far back for delivering a counter-attack 
at the critscal moment. He also felt that if the panzer 

Paralysis in Normandy 


reserves were kept far back inland, as the Commander-in- 
Chief preferred, their move-up would be interrupted by 
the Allied air force.' 5 From Rommel's own Staff I learnt 
that he was greatly influenced by the memory of the way 
he had been nailed down for days on end in Africa by 
an air force that was not nearly so strong as what he now 
had to face. 

But neither Rundstedl's nor RommePs plan prevailed- 
Each was prevented from doing what he thought best. 

"Before the Allied invasion/ 5 Rundstedt said, "I had 
wanted to evacuate the whole of southern France up to 
the Loire, and bring back the forces there to form a strong 
mass of manoeuvre with which I could strike back at the 
Allies. This would have provided ten or twelve infantry 
divisions and three or four armoured divisions to fight a 
mobile battle. But Hitler would not listen to such an 
idea — though it was the only way in which I could hope 
to foim a proper reserve. All the newspaper talk about 
'Rundstedt's Central Army' was sheer nonsense — that 
Army did not exist. Worse still, I was not even allowed 
a free hand with the handful of armoured divisions that 
were available in France. I could not move one of them 
without Hitler's permission." 

But Rommel was also narrowly restricted in applying 
his different idea. That was not really due to Rundstedt 
but to lack of reserves. He was allowed to place his 
divisions where he wished. As Rundstedt said to me — 
"While I did not like them being so near the coast, it 
would not have been right for me to interfere with the 
commander on the spot in such matters of detail — it was 
only Hitler who interfered in that way." But Rommel 
had only three armoured divisions for his whole front, 
from the Loire to the Scheldt — one for the Eastern, one 
for the Central and one for the Western sector. These had 
not nearly the number of tanks that a British or American 
armoured division possessed. It was a very light punch 
with which to counter a powerful invasion. 

250 The Other Side of the Hill 

The chances were further diminished by earlier neglect 
to develop the coast defences. From Rommel's staff I 
heard of the feverish efforts he made in the Spring of 1 944 
to hasten the construction of under-water obstacles, bomb- 
proof bunkers, and mine-fields along the Normandy coast 
— where, he correctly judged, the invasion would come. 
For example, less than two million mines had been laid 
along the whole north coast of France in the three years 
before he arrived on the scene. In the few months before 
D-day the number was trebled — but he was aiming at over 
fifty million mines. It was fortunate for the invaders 
that there was so much more to do than could be achieved 
in the short time available. 

Rundstedt's explanation to me was: "The lack of 
labour troops and material was the main handicap in 
developing the defences. Most of the men of the Todt 
labour force, who had been previously available in France, 
had been drawn off to Germany to repair air raid damage 
there. At the same time, the coast defence divisions were 
too widely extended — often over a forty-mile stretch — to 
carry out the necessary work themselves. Beyond this, 
there was not enough material for the job — owing to the 
constant interference of the Allied Air Forces, which 
checked both the manufacture and the movement of the 
necessary material." 

But this does not cover the earlier neglect, in 1 942 and 
1 943* of which Rommel complained. A deeper explanation 
may be that Rundstedt, a masterly exponent of mobile 
offensive warfare, had little belief in the value of static 
defences, and so gave too little attention to their con- 
struction. That is the view of RommePs staff, and is in 
accord with the type of counter-offensive plan on which 
Rundstedt relied. It was a very natural attitude for the 
man who had manoeuvred the French out of the Maginot 

The measures to meet the Allied invasion "fell between 
two stools 9 * — as the result of the conflict of opinion between 

Paralysis in Normandy 251 

Rundstedt's and Rommel's ideas, multiplied by Hitler's 
tight hand on the reserves. It had more effect in opening 
the way into France than anything the Allies did to achieve 


"The coming of the invasion/ 5 Blumentritt remarked, 
"could be recognized by many signs. Increasing disorder 
in the interior became a serious threat, and caused us 
considerable loss — through ambushes and raids. There 
were many derailments of trains that were carrying sup- 
plies and reinforcements to the front. Beyond this was 
the planned destruction by air bombing of the railways 
in France and Western Germany — especially of the bridges 
across the Sornme, the Seine and the Loire. All these were 
pointers " 

Rundstedt emphasized: "Although we had no definite 
report of the date of the invasion that did not matter, as 
we had been expecting it anytime from March onward." 
I asked whether the storm that postponed the launching 
twenty-four hours, and nearly compelled its cancellation, 
had not lulled the defenders into a sense of security at the 
critical moment. Blumentritt replied: "No, it didn't have 
that effect — because we thought the Allies were sure to 
have the kind of vessels that would not be affected by 
heavy seas. So we were always on tenter-hooks, and just 
as ready at one time as another/' 

Rundstedt went on: "The one real surprise was the 
time of day at which the landing was made — because our 
Naval Staff had told us that the Allied forces would only 
land at high water. A further effect of your choice of low 
tide, for the landing, was that the leading troops were 
protected from fire to a considerable extent by the rocks. 

"The scale of the invading forces was not a surprise — in 
fact, we had imagined that they would be larger, because 
we had received exaggerated reports of the number of 
American divisions present in England. But that over- 


The Other Side of the Hill 

estimate had an indirect effect of important consequence, 
by making us the more inclined to expect a second landing, 
in the Calais area. 55 

Blumentritt related to me the story of D-day, from the 
point of view of the German Headquarters in the West — 
which was located at St. Germain, just west of Paris. 
(RommeFs headquarters was at La Roche Guyon, midway 
between Paris and Rouen, but, as at Alamein, he was off 
' the scene when the blow fell, being on his way to see 

"About 10 p.m. on June 5th we intercepted messages 
between the French Resistance movement and England 
from which it was deduced that the invaders were coming. 
Our 15th Army east of the Seine at once issued the 6 Alarm 5 , 
though for some reason the 7th Army in Normandy 
delayed doing so until 4am. 1 That was unfortunate. 
Soon after midnight news came that Allied parachute 
troops had begun dropping. 

"Time was vital. The nearest available part of the 
general reserve was the 1st S.S. Panzer Corps, which lay 
north-west of Paris. But we could not move it without per- 
mission from Hitler 5 s headquarters. As early as 4 a.m. 
Field- Marshal von Rundstedt telephoned them, and asked 
for the release of this Corps — to strengthen RommeFs 
punch. But Jodl, speaking for Hitler, refused to do so. 
He doubted whether the landings in Normandy were 
more than a feint, and was sure that another landing was 
coming east of the Seine. The 'battle 3 of argument went 
on all day until 4 p.m., when this Corps was at last released 
for our use. 

"Then further difficulties interfered with its move. The 
Corps artillery had been kept on the east bank of the Seine 
— and the Allied Air Forces had destroyed the bridges. 
The Field- Marshal and I had seen some of them being 
smashed. The artillery thus had to make a long circuit 

1 According to 7th Army records, however, the alarm there was 
issued at 1.30 a.m. 

Paralysis in Nowiandy 


southward by way of Pans before they could get across the 
Seine, and was repeatedly bombed on the march, which 
caused more delays. As a result two days passed before 
this reserve was on the scene, ready to strike/ 5 

By that time the Allied forces were well established 
ashore, and the chances of an early counter-stroke had 
faded. The armoured divisions became absorbed in the 
fight piecemeal, in the effort to check the invaders from 
spreading farther inland, instead of being used to drive 
them back into the sea. 

I asked Rundstedt whether he had hopes of defeating 
the invasion at any stage after the landing* He replied : 
"Not after the first few days. The Allied Air Forces 
paialysed all movement by day, and made it very difficult 
even at night. They had smashed the bridges over the 
Loire as well as over the Seine, shutting off the whole 
area. These factors greatly delayed the concentration of 
reserves there — they took three or four times longei to 
reach the front than we had reckoned." 

Rundstedt added: "Besides the interference of the Air 
Forces, the fire of your battleships was a main factor in 
hampering our counter-stroke. This was a big surprise, 
both in its range and effect." Blumentritt remarked that 
army officers who interrogated him after the war did not 
seem to have realized what a serious effect this naval 
bombardment had. 

But there was still another cause of delay. Rundstedt 
and Blumentritt said that after about a fortnight they came 
to the conclusion that the expected second landing east 
of the Seine was not coming, but Hitler's headquarters 
were still convinced it was, and were reluctant to let them 
move forces westward to Normandy from the Calais area. 
Nor were they allowed to reshuffle their forces in Nor- 
mandy as they wished. "In desperation, Field-Marshal 
von Rundstedt begged Hitler to come to France for a talk. 
He and Rommel together went to meet Hitler at Soissons, 
and tried to make him understand the situation. Although 


The Other Side of the Hill 

Caen and St, Lo, the two pivots of the Normandy position, 
were still in our hands, it was obvious they could not be 
held much longer. The two Field- Marshals were now in 
full agreement as to the only step that might save the 
situation short of a big retreat — which they knew Hitler 
would not permit* They wanted to withdraw from Caen, 
leave the infantry to hold the line of the Orne, and 
pull out the armoured divisions to refit and reorganize. 
Their plan was to use the latter for a powerful counter* 
stroke against the Americans 5 flank in the Cherbourg 

"But Hitler insisted that there must be no withdrawal — 
4 You must stay where you are. 9 He would not even agree 
to allow us any more freedom than before in moving the 
forces as we thought best. 

"The Field-Marshal and I had come to realize more 
and more clearly, since the second week, that we could 
not drive the invading forces back into the sea. But Hitler 
still believed it was possible ! As he would not modify his 
orders, the troops had to continue clinging on to their 
cracking line. There was no plan any longer. We were 
merely trying, without hope, to comply with Hitler's 
order that the line Caen-Avranches must be held at all 

While referring sympathetically to the sufferings of the 
troops, Blumentritt remarked: "They did not stand 
artillery fire as well as our troops had done in the last war. 
The German infantry of this war were not as good as in 
1914-18. The rank and file had too many ideas of their 
own — they were not so disciplined, and obedient. The 
quality of the army had suffered from its too rapid 
expansion, which did not allow time for a thorough 
disciplinary training." 

The meeting with Hitler was followed by Rundstedt's 
removal from command — for the time being. "Field- 
Marshal von Rundstedt had flatly said that he could not 
carry on unless he had a free hand. In view of this, and 

Paralysis in Normandy 


of the pessimistic tone of his reports on the situation, 
Hitler decided to find a new commander. He wrote the 
Field- Marshal a letter, which was quite pleasantly worded, 
saying that he had come to the conclusion that, in the 
circumstances, it was best to make a change." 

That decision of Hitler's was influenced by another 
piece of plain speaking on Rundstedt's part, according to 
Blumentritt. Keitel had rung him up to ask about the 
situation, and after hearing Rundstedt's gloomy report, 
had plaintively asked: "What shall we do? 5 ' Rundstedt 
pungently replied: "End the war! What else can you 


Field-Marshal von Kluge happened to be visiting 
Hitler's headquarters at that moment. He had been on 
the sick list for nine months recovering from the injuries 
sustained in a bad air crash in Russia, but Hitler had sent 
for him at the beginning of July in view of the precarious 
situation on the Eastern front* Hitler's idea was to send 
him back there to replace Busch, as commander of the 
Central Army Group, which was cracking under the 
strain of the Russian summer offensive that had just 
opened. According to Blumentritt, Kluge was actually 
with Hitler, when Keitel came in and told Hitler what 
Rundstedt had said on the telephone. Thereupon Hitler 
at once decided that Kluge must go to take charge in 
the West instead of in the East (where General Model 
was now promoted to replace Busch). While the decision 
was taken on the spur of the moment, it had long been in 
Hitler's mind that Kluge should be Rundstedt's deputy 
if the need arose. 

"Field- Marshal von Kluge was a robust, aggressive type 
of soldier," Blumentritt remarked. "He arrived at our 
headquarters at St. Germain in July 6th to take up his 
new appointment as Commander-in-Chief in the West. 
At the start he was very cheerful and confident — like all 




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Fatalysis in Jfowiandy 257 

newly-appointed commanded s. Indeed, he was almost gay 
about the prospects. 

"In our first talk he reproached me because we had 
forwarded, and endorsed, Rommel's report on the gravity 
of the situation in France. He said such a pessimistic 
report ought not to have been sent to the Fiihrer but 
should have been modified by us before it was forwarded. 
Field- Marshal von Rundstedt was still at St. Germain at 
the moment — he stayed there for three days after Field- 
Marshal von Kluge arrived. When I told him what 
Field- Marshal von Kluge had said, he was rather shocked 
and declared emphatically: 'It was proper that such an 
important document should be forwarded without any 
alteration by a superior headquarters. 5 

"While Field- Marshal von Kluge clearly thought at first 
that the dangers of the situation had been exaggerated, his 
view soon changed. For he was quick to visit the front, 
as was his habit. While there he saw the Commander of 
the 7th Army, Hausser, the Commander of the 5th Panzer 
Army, Eberbach, and then the various corps commanders 
— including the 1st and 2nd S.S. Corps. All of them 
pointed out to him the seriousness of the situation. Within 
a few days he became very sober and quiet. Hitler did 
not like the changing tone of his reports. 

"On the 17th Rommel was badly injured when his 
car crashed, after being attacked on the road by Allied 
'planes. Hitler then instructed Field-Marshal von Kluge 
to take over charge of Army Group C B 5 for the moment, 
as well as being Commander-in-Chief." 

Then, three days later, on July 20th, came the attempt 
to kill Hitler at his headquarters in East Prussia. The 
conspirators 5 bomb missed its chief target, but it had terrific 
repercussions on the battle in the West at the critical 
moment there. 

"Field- Marshal von Kluge was at the front that day 
and I was not able to get into touch with him until the 
evening. By that time he had already had the messages 



The Other Side of the Hill 

about the attempt — first that it had succeeded, and then 
that Hitler was still alive. The Field-Marshal told me that, 
more than a year before, some of the leading officers 
who were in the plot had approached him, and that he 
had received them twice, but at the second meeting he 
had told them that he did not want to be mixed up with 
the plot- He knew, however, that it was continuing. 
The Field-Marshal had not said anything to me about it 
before, and I had not been aware of the plot, 

"When the Gestapo investigated the conspiracy, in the 
days that followed, they found documents in which Field- 
Marshal von Kluge's name was mentioned, so he came 
under grave suspicion. Then another incident made 
things look worse. Shortly before General Patton's break 
out from Normandy, while the decisive battle at Avranches 
was in progress, Field-Marshal von Kluge was out of 
touch with his headquarters for more than twelve hours. 
The reason was that he had gone up to the front, and there 
been trapped in a heavy artillery bombardment. At the 
same time his wireless tender was destroyed by bombing, 
so that he could not communicate. He himself had to 
stay under cover for several hours before he could get out 
and start on the long drive back to his headquarters. 
Meantime, we had been suffering 'bombardment' from 
the rear. For the Field- Marshal's prolonged 'absence' 
excited Hitler's suspicion immediately, in view of the 
documents that had been found. A telegram came from 
Hitler peremptorily stating 'Field-Marshal von Kluge is 
at once to extricate himself from the battle area around 
Avranches and conduct the battle of Normandy from the 
tactical headquarters of the 5th Panzer Army 5 . This was 
back near Falaise. 

"The reason for this order, as I heard subsequently, 
was that Hitler suspected that the Field- Marshal's purpose 
in going right up to the front, was to get in touch with the 
Allies and negotiate a surrender. The Field-Marshal's 
eventual return did not calm Hitler. From this date 

Paralysis in Normandy 


onward the orders which he sent him were worded in a 
brusque and even insulting language. Field-Marshal von 
Kluge became very worried. He feared that he would be 
arrested at any moment — and at the same time realized 
more and more that he could not prove his loyalty by any 
battlefield success. 

"All this had a very bad effect on any chance that 
remained of preventing the Allies from breaking out. In 
the days of crisis Field-Marshal von Kluge gave only part 
of his attention to what was happening at the front* He 
was looking back over his shoulder anxiously — towards 
Hitler's headquarters, 

"He was not the only general who was in that state of 
worry for conspiracy in the plot against Hitler. Fear per- 
meated and paralysed the higher commands in the weeks 
and months that followed. The influence on the generals 
of July 20th is a subject that would form a book in itself." 

After General Patton's break-out from Normandy, and 
the collapse of the front in the West, Field- Marshal Model 
suddenly arrived on August 1 7th as the new Commander- 
in-Chief. "His arrival was the first news of the change that 
Field-Marshal von Kluge received — this sudden arrival 
of a successor had become the customary manner of dis- 
missal at this time and had already happened in the case 
of the commanders of the 19th and 15th Armies. At that 
moment Field- Marshal von Kluge was at Laroche-Guyon, 
the headquarters of Army Group C B\ He stayed on there 
for twenty-four hours putting Field- Marshal Model in 
the picture. 

"I went over there from St. Germain to say good-bye 
to him, and saw him alone. As I went in he was sitting 
at his table with a map in front of him. He kept tapping 
it at the point marked 'Avranches 9 — where Patton had 
broken through — and said to me: 'That is where I lose 
my reputation as a soldier. 5 I tried to console him, but 
with little effect. He walked up and down the room 
ruminating gloomily. He showed me the letter from the 


The Other Side of the Hill 

Fiihrer, that Field- Marshal Model had brought him. It 
was written in quite polite terms — the Fiihrer saying that 
he felt the strain of the battle was too much for the Field- 
Marshal and that a change was desirable. But the last 
sentence of the letter had an ominous note — 'Field- Marshal 
von Kluge is to state to which part of Germany he is 
going, 5 The Field- Marshal said to me: 6 1 have written 
a letter to the Fiihrer in which I have explained to him 
clearly the military position, and also other matters' — but 
he did not show me this letter, 351 

"Field-Marshal von Kluge left for home next day. On 
the evening of the day after his departure I had a telephone 
call from Metz to say that he had had a heart attack, and 
had died. Two days later came a medical report stating 
that his death was due to a cerebral haemorrhage. Then 
came word that he was to have a State Funeral, and that 
Field- Marshal von Rundstedt had been instructed by the 

1 The letter was found by the Allies in the captuied German 
Archives After acknowledging the order for his replacement, and 
remarking that the obvious reason for it was the failure to close the 
gap at Avranches, it went on to say — "When you receive these lines 
• . . I shall be no more. I cannot bear the reproach that I have sealed 
the fate of the West through faulty measures, and I have no means 
of defending myself. I draw a conclusion from that and am dispatching 
myself where already thousands of my comrades are I have never 
feared death. Life has no more meaning for me, and I also figure on 
the list of war criminals who are to be delivered up. 9 * The letter then 
went on to a long and detailed exposition of the practical impossi- 
bility of averting the collapse at Avranches, and a mild rebuke to 
Hitler for not attending to the warnings he had been given both by 
Rommel and Kluge himself as to the critical position 

"Our appreciations were not dictated by pessimism but by sober 
knowledge of the facts. I do not know if Field-Marshal Model, who 
has been proved in every sphere, will still master the situation. From 
my heart I hope so. Should it not be so, however, and your cherished 
new weapons not succeed, then, my Fiihrer, make up your mind to end 
the war. The German people have borne such untold suffering that 
it is time to put an end to this fnghtfulness. There must be ways to 
attain this end, and above all to prevent the Reich from falling under 
the Bolshevist heel." The letter ended with a final tribute to Hitler's 
greatness and affirmation of Kluge's loyalty even in death. 

Paralysis in Normandy 


Fiihrer to represent him in laying a wreath and delivering 
the Funeral Oration. Then came a sudden order that 
there was to be no State Funeral. I then heard that 
Field-Marshal von Kluge had taken poison, and that this 
had been confirmed by a post-mortem. Like other generals 
who had been on the Eastern front, he had carried poison 
capsules in case of being captured by the Russians — though 
many did not take them even when they were captured. 
He had swallowed one of these capsules in the car and was 
dead before he arrived in Metz. My opinion is that he 
committed suicide, not because of his dismissal, but because 
he believed he would be arrested by the Gestapo as soon 
as he arrived home/ 5 

While Kluge committed suicide of his own accord, 
Rommel was compelled to swallow a similar dose, just 
over a month later, while he was still convalescing from 
his accident. Two fellow-generals visited him, under 
orders from Hitler, and took him out for a drive and there 
confronted him with Hitler's decision that he must commit 
suicide or be brought to trial — with the certainty of a 
degrading execution. He had been more definitely 
implicated in the plot. A realization of the hopelessness 
of the situation in the West had brought him into revolt 
at an earlier stage. I was told by his staff that he had 
little confidence in the prospect even before the Allies 
landed and thereafter became increasingly critical of 
Hitler's lack of a sense of reality. 

After the Allies had succeeded in establishing their 
bridgehead in Normandy he said to one of them: "All is 
over. It would be much better for us to end the war now, 
and live as a British dominion, than to be ruined by 
continuing such a hopeless struggle." Realizing that 
Hitler was the main obstacle to peace Rommel openly said 
that the only thing was to do away with him and then 
approach the Allies. That was a remarkable change of 
attitude in Hitler's favourite general. It cost Rommel his 
life, but it was too late to save Germany. 


The Other Side of the Hill 

Talking of the general breakdown which followed 
Patton's break-out 'from the Normandy bridgehead, 
Blumentritt made another significant revelation. "Hitler 
and his staff at O.K.W. had been deluded, in postponing 
a withdrawal so long, by their belief that our forces would 
have time to get back and occupy new lines in rear, if 
the need arose. They counted on the British advance 
being deliberate, and on the Americans being clumsy. 
But Petain, who was an old acquaintance of Field- Marshal 
Rundstedt's, had several times warned him not to under- 
rate the speed with which the Americans could move, once 
they had gained experience. The event proved it. The 
lines in rear which O.K.W. had reckoned on holding were 
successively outflanked by Patton's dash before they were 
even occupied. 55 

After following the course of the decisive break-through 
as the German High Command saw it, it is worth while to 
supplement it by a short account of how it appeared, and 
felt, to the fighting commanders on the spot. 

A graphic impression of the American break-through at 
Avranches as it looked from the German side was given 
me by General Elfeldt who commanded the 84th Corps, 
holding that sector, at the foot of the Cherbourg Peninsula. 
He was only sent there to take over charge just as the 
decisive offensive was opening. Until then he had been 
commanding the 47th Division, which held the Calais- 
Boulogne sector. "It was on the 28th July, so far as I 
remember, that orders came for me to go at once to 
Field- Marshal von Kluge's headquarters. On arrival he 
told me that I was to take over command of the 84th 
Corps from General von Choltitz. He said he did not 
agree with the defence policy of the latter, but did not say 
in what respect. The Corps, he told me, comprised the 
remnants of seven divisions. He also said that the 11 6th 

Paralysis in Normandy 263 

Panzer Division was to counter-attack westward to relieve 
the pressure, and would be under my command. After 
spending the night with the Field-Marshal I drove in the 
morning to Le Mans and on to the tactical headquarters 
of the 7th Army, which was then 10 to 15 kilometres east 
of Avranches. From there I was directed to my own corps 
headquarters. I do not remember exactly where it was, 
as it was hidden in the trees, away from any village. 
Everything was confused, and the Allied air force dominated 
the area. On the following day I went round my troops. 
They were very weak and there was no continuous front. 
Some of the divisions had only about three hundred 
infantry left, and the artillery was much depleted. 

"The first order I gave was that all the troops south 
of the River La See, near Avranches, were to defend the 
south bank, while the troops from the east were to hang on 
where they were until the 11 6th Panzer division arrived 
that night; they were then to join in its counter-attack. 
But the 1 1 6th did not arrive, as it was diverted to another 
danger point while on the way. On the morning of the 
31st American tanks drove towards Brescy, on the River 
See, 15 kilometres east of Avranches. At that moment my 
headquarters was north of Brescy, and was nearly cut off 
by this flank thrust. My headquarters personnel were in 
the fighting line all day. Luckily the Americans were not 
very vigorous in their thrust here. 

"In the next two days I was reinforced by two new 
divisions which were nearly up to strength, as well as by 
the 1 1 6th Panzer Division. I formed the remnants of the 
other seven divisions into a single one. My orders were 
to stop a further break-through between Brescy and Vire, 
and to delay the expected American thrust south-eastwards 
from Avranches, as a powerful counter-thrust was to be 
made by a panzer corps, under General von Funk. This 
was subsequently reinforced, to provide a counter-stroke of 
bigger scale, by all the tanks that could be made available 
from Eberbach's 5th Panzer Army. 59 

264 The Other Side of the Hill 

Elfeldt went on to describe at length the even more 
precarious situation that developed, after the armoured 
stroke had failed to reach Avranches, and his left flank 
was increasingly outflanked. He wheeled back gradually 
to the eastward, and the difficulties of the withdrawal 
were the greater because the armoured forces retired 
through his front, creating confusion. Fortunately the 
American pressure on his front and immediate flanks was 
not too dangerous — Patton's 3rd Army was moving on a 
wider circuit. "The American troops, of the 1st Army, 
on my front were not tactically at all clever. They failed 
to seize opportunities — in particular they missed several 
chances of cutting off the whole of my corps. The Allied 
air force was the most serious danger. 

"By the time we had got back to the Orne the whole 
front had become much narrower than before, so my corps 
headquarters had become superfluous and was temporarily 
withdrawn from the line. But the following morning 
the Canadians broke through southwards to Falaise and I 
was at once ordered to form a front to check them. The 
available troops were very scanty and we had no commu- 
nications. The Canadian artillery fired all day into my 
headquarters, but fortunately did no damage at all although 
they fired about a thousand shells. These fell all round the 
small house in which I was, but no one was hurt. During 
the day I was able to re-form a continuous line, but beyond 
my right flank I could see the British tanks driving down 
the other side of the River Dives towards Trim. Thus our 
line of retreat was blocked. 

"The next day I was ordered to break out north- 
eastward, behind the backs of these armoured forces. It 
was soon clear that this was not possible, as the British 
were now there in strength. So I proposed to the army 
commander, General Hausser, that my troops should be 
placed at the disposal of General Meindl, who was com- 
manding the parachute forces, to help the latter to break 
out near St. Lambert, jo ^-eastward. It seemed to me 

Paralysis in Normandy 


that one strong thrust might have a better chance than a 
number of small ones. Meindl succeeded in breaking out, 
but when I reached St. Lambert myself next morning the 
gap was again closed. I tried an attack with all I had left 
— a couple of tanks and two hundred men. It started well 
but then ran into part of the 1st Polish Armoured Division. 
After a two-hours' fight our ammunition began to run 
out. Then the troops which were following behind me 
surrendered, thus leaving me with a handful of men at the 
cut-off tip of the wedge. So we had to surrender in turn. 
The commander of this Polish division was a fine-looking 
man and a gentleman. He gave me his last cigarette. 
His division itself was in an awkward situation and had 
run out of water — the forces of the two sides were 
extraordinarily intermingled. 55 

I took the opportunity of asldng Elfeldt what he 
thought about the German soldier in this war compared 
with the previous war. His views differed in some respects 
from those of Blumentritt {see page 254). "The infantry 
were quite as good as in 1914-18, and the artillery much 
better. Weapons had improved, and so had tactics. But 
there were other factors. In the last two years of the first 
war, the morale of the troops became affected by the 
spread of Socialistic ideas that were pacifist in trend. In 
this war, National Socialism had the opposite effect — it 
fortified their morale. 55 

"How did discipline compare in the two wars? 55 
"That is more difficult to answer. National Socialism 
made the troops more fanatical — which was both good 
and bad for discipline. But relations between officers and 
men were better than in 1 914-18, and that helped dis- 
cipline. The improved relationship was due partly to the 
new conception of discipline that was inculcated in the 
Reichswehr, based on the experience of 19 14-18, and partly 



The Other Side of the Hill 

to the subsequent influence of National Socialism in 
diminishing the gulf between officers and men. The 
ordinary soldiers showed more initiative, and used their 
heads better in this war than they did in the last — especially 
when fighting on their own or in small parties." On this 
score Elfeldt's opinion corresponded with the judgement 
of British commanders, who often remarked how the 
German soldiers excelled their opponents when operating 
alone or in pairs — a verdict that was in surprising contrast 
to the experience of 1914-18, as well as to the continuing 
popular view that the Germans were no good as indivi- 
dualists. Since National Socialism made so strong an 
appeal to the herd instinct, the natural assumption was 
that the generation which grew up under it would show 
less, not more, individual intiative on the battlefield than 
their fathers. I asked Elfeldt if he could suggest an 
explanation. He said that he himself was puzzled, but 
added, "I think it may have been due to the kind of scout 
training these young soldiers had received in the 'Hitler 
Youth' organization. 53 

The question how the German soldier of the two wars 
compared came up again, a few days later, in a discussion 
with Heinrici, Rohricht, and Bechtolsheim. Heinricf s 
view was that the German Army was better trained in 
the first war, but he did not consider that the discipline 
had been better. Rohricht and Bechtolsheim agreed, and 
the former added: "The Army needed a long interval 
between the Polish and the Western campaigns to develop 
its training — especially the training of the non-commis- 
sioned officers. As head of the Training Department of the 
General Staff, I was in close touch with this question. But 
morale, and discipline, were better in the later part of this 
war than in the later part of the first war. Between 19 16 
and 191 8 the soldiers 5 morale was gradually undermined 
by the infiltration of Socialistic ideas, and the suggestion 
that they were fighting the Emperor's war, whereas this 
time they had and kept such extraordinary confidence in 

Paralysis in Normandy 


Hitler that they remained confident of victory in face of 
all the facts/ 5 

Heinrici and Bechtolsheim endorsed this statement of 
Rdhricht 5 s, who went on to say: "Nevertheless the morale 
of the Army was gradually weakened by the effects of 
overstrain, and by the tendency of the S.S. to grab the 
best men. On the Eastern Front the divisions never got 
a rest, and that became a debilating factor " 

In reply to a further question about the effect of 
National Socialism on the Army, Rohricht said: "It had a 
mixed effect. It created difficulties for us, and weakened 
our control, but it fostered an ardent patriotic spirit in 
the soldiers, which went deeper than the spirit of 19 14 — 
for this time there was no enthusiasm for war such as 
there had been then. That spirit had greater endurance 
under reverses." Heinrici agreed with Rohricht, while 
emphasizing that faith in a personality counted for more 
than the system. "The troops 5 tremendous confidence in 
Hitler was the dominant factor, whether one liked it or 
not. 55 

What did the German generals think of their Western 
opponents? They were diffident in expressing an opinion 
on this matter, but I gathered a few impressions in the 
course of our talks. In a reference to the Allied com- 
manders, Rundstedt said: "Montgomery and Patton were 
the two best that I met. Field-Marshal Montgomery was 
very systematic. 55 He added: "That is all right if you 
have sufficient forces, and sufficient time. 55 Blumentritt 
made a similar comment. After paying tribute to the 
speed of Patton 5 s drive, he added: "Field-Marshal Mont- 
gomery was the one general who never suffered a reverse. 
He moved like this 55 — Blumentritt took a series of very 
deliberate and short steps, putting his foot down heavily 
each time. 

Giving his impression of the different qualities of the 


The Other Side of the Hill 

British and American troops, Blumentritt said: "The 
Americans attacked with zest, and had a keen sense of 
mobile action, but when they came under heavy artillery 
fire they usually fell back — even after they had made a 
successful penetration. By contrast, once the British had 
got their teeth in, and had been in a position for twenty- 
four hours, it proved almost impossible to shift them. 
To counter-attack the British always cost us very heavy 
losses. I had many opportunities to observe this interesting 
difference in the autumn of 1944, when the right half of 
my corps faced the British, and the left half the American/' 



The story of the 20th July Plot has been told from many 
angles, but not from that which has the closest bearing 
on the military issue. A fairly clear picture has emerged 
about what happened after the bomb exploded at Hitler's 
headquarters in East Prussia, and failed to kill him; also 
about the course of events in Berlin, and how the con- 
spirators there failed to seize their momentary opportunity. 
To complete the picture it is important to trace what 
happened on that fateful day at German Headquarters 
in the West. I had a long account of this, and the 
subsequent reactions, from General Blumentritt which is 
worth giving in full — not only for its direct evidence, but 
for the atmosphere it conveys. 

blumentritt's account 

During the early months of 1944 there were many 
visitors to Supreme Headquarters, Western Front, at 
St. Germain, and long discussions of the war-situation. 
A matter that was often mooted was whether the field- 
marshals should jointly approach Hitler and urge him to 
make peace. 

One day, about the end of March, Field-Marshal 
Rommel came to St. Germain accompanied by his Chief 
of Staff, General Speidel. Just before they left, Speidel 
said he wanted to have a word with me in private. When 
we had withdrawn, Speidel told me that he was speaking 
on RommePs behalf and then said: "The time has come 
when we must tell the Fiihrer that we cannot continue 


270 The Other Side of the Hill 

the wax." It was agreed that we should broach the 
matter to Field-Marshal Rundstedt, and this was done. 
We found that he was of the same opinion. A telegram 
was then sent to O.K.W., asking the Fuhrer to come to 
St. Germain "in view of the serious situation in France". 
But no reply was received. 

General Speidel came to see me again about the matter, 
and in the course of our conversations told me that there 
were a number of people in Germany who were intending 
to tackle Hitler. He mentioned the names of Field-Marshal 
von Witzleben, General Beck, General Hoeppner, and 
Dr. Goerdeler. He also said that Field-Marshal Rommel 
had given him a few days leave to go to Stuttgart to 
discuss the matter with others there— both Speidel and 
Rommel came from the state of Wurtemburg, and had 
long known Goerdeler. But in these conversations Speidel 
never indicated that the assassination of Hitler was 

Nothing further developed before Field-Marshal von 
Kluge arrived to replace Field-Marshal von Rundstedt 
as Commander-in-Chief in the West — following the latter's 
heated telephone talk with Field-Marshal Keitel, in which 
he had insisted that the war ought to be brought to an 
end. I would add a little more about this change. Hitler 
knew that Field-Marshal von Rundstedt was much 
respected by the Army, and by the enemy. Allied propa- 
ganda broadcasts often suggested that the views of the 
Field-Marshal and his staff differed from those of Hitler. 
It was notable, too, our headquarters was never subjected 
to air attack. Nor was the Field-Marshal ever threatened 
by the French Resistance Movement— presumably, because 
it was known that he had always been in favour of good 
treatment for the French. All these things were brought 
to Hitlers notice, of course, in reports from his own 
agents. While he treated the Field-Marshal with respect 
— more respect than he showed other soldiers — he kept 
him under careful watch. Then, the Field-Marshal's 

The Anti-Hitler Plot — as seen from H.Q. in the West 271 

emphatic advice about seeking peace provided Hitler with 
a suitable ground for replacing him. 

Field-Marshal von Kluge arrived at St. Germain, to 
take over, on July 6th. On the 17th Field-Marshal 
Rommel was knocked out. Thereupon von Kluge moved 
to Rommel's headquarters at La Roche-Guyon, to conduct 
the battle from there, leaving me in charge at St. Germain. 


The first news of the attempt on Hitler's life reached 
me about 3 p.m. — from Colonel Finck, the Deputy Chief 
of Staff, who had been transferred from the Eastern front 
about six weeks earlier. Colonel Finck came into my 
room and said: "General, the Fuhrer is dead. A Gestapo 
mutiny has taken place in Berlin." I was very surprised, 
and asked how he had heard. Finck replied that it had 
come from General von Stulpnagel, the Military Governor 
of Paris, on the telephone. 

I tried to get hold of Field-Marshal von Kluge on the 
telephone, at La Roche-Guyon, but was told that he was 
visiting the front. I then told Speidel in very guarded 
terms — as we were talking over the telephone — that there 
were serious developments, and that I would drive over 
myself to tell him what had happened. I left St. Germain 
about 4 p.m. and arrived at La Roche-Guyon about 
5.30 p.m. 

Field-Marshal von Kluge had just returned there. 
When I went into his room I saw that he had in front of 
him an extract from the German Radio to the effect that 
an attempt had been made on the life of the Fuhrer, but 
that it had failed. Von Kluge told me that he had 
previously had two telephone messages from Germany, 
but without any indication of the sender's identity, which 
said: "The Fuhrer is dead and you must make a decision." 
Von Kluge went on to say that, about a year before, 
Witzleben, Beck and others had come to his home to 
sound him about an approach to the Fiihrer and how it 


The Other Side of the Hill 

should be conducted. He also said that he had made 
notes of these discussions. 

While we were talking a telephone message from St. 
Germain was brought in. It said that an anonymous 
telegram had arrived there stating that Hitler was dead. 
Kluge was puzzled as to which of the statements were 
true, and wondered whether the Radio was merely putting 
out a false report. After some further discussion I put 
a telephone call in to General Warlimont, Jodl's deputy, 
at O.K.W. It was a long time before the call came 
through. Then the reply was merely that Warlimont 
was not available, as he was engaged with KeiteL 

So von Kluge and I put our heads together, and dis- 
cussed whom we could try next. We telephoned the Chief 
of the S.S. in Paris. He replied that he did not know 
anything beyond the radio announcement. We then tele- 
phoned General Stieff — the Chief of the Organization 
Department — at O.K.H. I knew Stieff well, but had no 
idea that he was in the inner circle of the conspiracy, as 
later emerged. Stieff at once asked: "Where did you get 
the news that the Fuhrer was dead ? 5 5 He added: "The 
Fiihrer is quite well, and in good spirits" — and then rang 
off. We felt very uneasy about this telephone call after- 
wards, realizing how suspicious it must have appeared in 
the circumstances. 

Stieff's answer and manner were so curious as to 
suggest a likely explanation, and I remarked to von Kluge : 
"This is an attempt that failed. 55 Von Kluge then said to 
me that, if it had succeeded, his first step would have been 
to order the discharge of the V i 5 s against England to be 
stopped, and that his second step would have been to 
get in touch with the Allied Commanders. 

Von Kluge then instructed me to telephone General von 
Stulpnagel, and tell him to come to La Roche-Guyon, I 
was also to summon Field- Marshal Sperrle, commanding 
the Luftwaffe in the West. 

General von Stulpnagel arrived first, about 7.30 p.m., 

The Anti-Hitler Plot — as seen from H.Q* in the West 273 

accompanied by Lieut-Colonel Hoffacker. They sat round 
a table with the Field- Marshal, Speidel and I — all the circle 
are dead now, except Speidel and I. Von Stulpnagel began 
by saying: 4 5 May Lieut-Colonel Hoffacker explain matters. 5 ' 
It soon became clear that Hoffacker knew all about the 
attempt, and was the link between von Stulpnagel and 
von Witzleben. He traced how the plot had developed 
from an intended petition into a putsch — as it was realized 
that Hitler would not listen to argument, and that the 
Allies would not listen to any peace offer from Hitler. He 
told how von Stauffenberg had organized the actual 
attempt, and gave us the details. 

When he had finished, von Kluge, with obvious dis- 
appointment remarked: "Well, gentlemen, the attempt 
has failed. Everything is over. 55 Von Stulpnagel then 
exclaimed: "Field-Marshal, I thought you were acquainted 
with the plans. Something must be done." Von Kluge 
replied: "Nothing more can be done. The Fuhrer is 
still alive. 55 I noticed that von Stulpnagel had begun to 
look very uncomfortable. He got up and walked out on 
the verandah. When he returned, he said very little. 

Then Field-Marshal Sperrle arrived — and only stayed 
a few minutes. He refused von Kluge 5 s invitation to 
remain for dinner. I felt that Sperrle did not want to 
get drawn into the discussion, or be a witness of anything 
that transpired. 

The rest of us now went in to dinner. Von Kluge 
seemed very vivacious and unworried in manner, whereas 
von Stulpnagel was taciturn. After a while he turned 
to von Kluge and said: "May I speak to you privately 
again. 55 Von Kluge agreed — and said to me, "You come 
too. 55 We went into a small room. Here von Stulpnagel 
told me that he had taken "the first precautions 55 before 
leaving Paris. Von Kluge exclaimed: "Heavens! What 
have you been doing? 55 "I gave orders for all the S.S. in 
Paris to be arrested 55 — by this he meant not the Waffen 
S.S., but the S.D., or Security Service. 


The Other Side of the Hill 

Von Kluge exclaimed: "But you can't do that without 
my orders." Von Stulpnagel replied : "I tried to telephone 
you this afternoon but you were away from your H.Q., 
so I had to act on my own" Von Kluge remarked: 
"Well, that's your responsibility." After that, they didn't 
go back to finish their dinner. 

Von Kluge then told me to telephone to von Stulp- 
nagePs Chief of Staff in Paris and ask whether steps had 
actually been taken to arrest the S.S. This was Colonel von 
Linstow — who is also dead. 1 He told me that steps had 
been taken, adding "And nothing can stop them." Von 
Kluge then said to von Stulpnagel: "Look here, the best 
thing you can do is to change into civilian clothes and 
go into hiding." He told von Stulpnagel to release all the 
arrested S.S. at once. 

After von Stulpnagel had gone, I said to von Kluge: 
"We ought to do something to help him." Von Kluge 
pondered my suggestion and then told me to drive after 
von Stulpnagel, and advise him to disappear somewhere 
in Paris for a few days. Strictly, of course, von Kluge 
should have placed him under arrest. 

I drove to St. Germain first. On arrival there my staff 
brought me fresh telegrams which had come while I had 
been away. One was from Field-Marshal Keitel; it said 
that all reports of the Fiihrer's death were false, and all 
orders sent on that assumption were to be ignored. Another 
was from General Fromm, saying that Himmler had just 
taken over command of the home forces from him — 
Hitler no longer trusted any of the generals in Germany. 
A third was from Himmler — simply saying that he had 
taken over command of the home forces. While I was 
reading the telegrams a telephone call came from Admiral 
Krancke, the Naval C-in-C in the West — the Field-Marshal 
had not thought of calling him to the conference — to ask 
if I would drive into Paris to see him. 

1 Blumentritt*s narrative was' punctuated with repetitions of "tot" 

The Anti-Hitler Plot — as seen from H.Q,. in the West 275 

About an hour after midnight I set off for Paris, where 
I found all the Naval H.Q,. staff assembled. Admiral 
Krancke showed me a long telegram he had received from 
Field- Marshal von Witzleben, saying that the Fuhrer was 
dead, and that a new government was being formed, 
under himself for the time being. Thereupon Krancke 
had telephoned O.K.W. and by chance had been put 
through to Admiral Doenitz, who said that it was untrue. 

I then went on to the H.Q. of the Security Police, 
They were just coming back from prison. The first 
officers I saw wanted to know what had happened and 
why they had been arrested without any reason. Their 
attitude was very decent, and they showed a willingness to 
help in hushing things up. I asked where Obergruppen- 
fiihrer Oberg, the Chief of the Security Police, was at the 
moment. I was told that he was at an hotel, along with 
von Stulpnagel. 

I went on there, about 2 a.m., and found what was 
almost like a party in progress — including Abetz, the 
Ambassador in Paris. Oberg took me aside into another 
room, and told me that he had no idea what was behind 
the situation, but that we must agree as to what ought to 
be done next. I must ,say that, throughout, Oberg 
behaved very decently, and tried to smooth things over 
for the sake of the Army. He suggested that the regiment 
that had carried out the arrests should be confined to 
barracks, and that the men should be told that it had been 
merely an exercise. But von Stulpnagel considered that 
it was impossible to prevent a leakage. I then conveyed 
von Kluge's advice to von Stulpnagel — that he should dis- 
appear. But when I got back to St. Germain I found 
that a message had already come from O.K.W. saying 
that he was to proceed to Berlin at once, to render a report. 

Later in the day von Stulpnagel set off for Berlin by 
car, by way of Verdun and Metz. He was accompanied 
by one man besides the driver, as an escort in case they 
met French partisans. Just before Verdun was reached, 


The Other Side of the Hill 

he ordered the car to stop, and said that as they were just 
coming to the partisan area it would be a good thing 
for them to get out and fire their pistols at a tree, to make 
sure they were in working order. After that they drove 
on, but he stopped the car again when they came to the 
old Verdun battlefields — where he had fought in the 
previous war — and said that he would like to show them 
round* After going a short way he said to them: "You 
stop here, Pm going on alone to look at a point I know 93 
They suggested they ought to accompany him in case of 
meeting partisans, but he said it was not necessary. Shortly 
afterwards they heard a shot. They ran forward and 
found him floating m a canal. He had shot himself after 
getting into the water — so that he would drown if the 
first shot did not succeed. But his attempt at suicide 
had not succeeded. The two men fished him out and 
took him to hospital. He had shot one eye out, and the 
other eye was so badly damaged that it had to be 

I heard these details subsequently from Oberg, who, 
feeling that von Stulpnagel was probably mixed up m the 
attempt on Hitler, had driven to Verdun to see von 
Stulpnagel in hospital, still in the hope that he might be 
able to keep things quiet. Von Stulpnagel, however, had 
refused to say anything, Oberg told me. After about a 
fortnight in hospital, von Stulpnagel was removed to 
Berlin on orders from there. He was brought to trial, 
condemned and hanged. 

Meanwhile there was something like a panic in Paris 
among the Staff— as to who were suspect. Oberg received 
a string of telegrams to arrest various people — first, 
Hoffacker, then Finck; and in all about thirty or forty 
people, both soldiers and civilians. A few days later 
Oberg telephoned me to come and see him, and told 
me that Hoffacker had mentioned von Kluge's name in 
his preliminary interrogation. Oberg said that he could 
not believe that von Kluge was implicated. 

The Anti-Hitler Plot — as seen from H.Q,. in the West 277 

I accompanied Oberg when he went to see von Kluge 
and make a report. Von Kluge told Oberg: "Garry out 
these interrogations as your sense of duty tells you." Oberg 
remarked to me that he did not like the task, but as it 
could not be avoided he wanted to conduct the interroga- 
tions in a gentlemanly way. So it was arranged that, 
as an assurance, one of the officers of my staff should be 
present during them. Here it is worth mentioning that 
neither Speidel nor I had breathed a word to anyone 
about the conference on the evening of July 20th. 

Soon after this, von Kluge visited Rommel in hospital 
in Paris* On his return he told me that Rommel had 
expressed surprise that there had been an attempt to kill 
Hitler, as distinct from putting pressure on him to sue for 

In the days that followed I noticed that von Kluge 
began to look more and more worried. He often talked 
about himself and his own affairs. On one occasion he 
remarked, sombrely: "Events will take their course." Then 
Field-Marshal Model suddenly arrived to replace him. 
On his way home, as I have already related, von Kluge 
was found dead in the car, having swallowed a poison 

Apart from the conversation we had on the evening 
of July 20th, von Kluge never said anything to me 
about a plot to tackle or overthrow Hitler. I had left 
von Kluge's staff in January, 1942, and had no close 
relations with him again until July, 1944- Colonel von 
Tresckow was 1 a 1 to von Kluge, and may have been taken 
more into his confidence — but he is dead. 

I was in Schleswig with General Dempsey after the 
capitulation in May, 1945, and saw very clearly that even 
then the civil population was divided in their view of 
Hitler. One half was shocked that the German generals 
had taken part in the attempt to overthrow Hitler, and 
felt bitterly towards them in consequence — the same 

1 Head of the Operations branch. 


The Other Side of the Hill 

feeling was manifested in the Army itself. The other 
half complained that the generals had not turned out 
Hitler before. 


After taking over command in the West, Field- Marshal 
Model stayed at the H.Q. of Army Group "B 5 \ Telephoning 
me from there a day or two later, he said that he had just 
received a disconcerting message from the Fiihrer's H.Q,. 
"All they can talk about and think about is the 20th July, 
and now they want to take Speidel away, as a suspect. 5 ' 
He had emphatically told Keitel that he could not spare 
the Chief of Staff at Army Group H.Q. when the situation 
was so critical. As a result, Speidel was left there until 
the first week of September. He was then relieved, and 
came to see me, telling me that he had been ordered to 
return home. On arrival there he was arrested by the 

After General Speidel had gone, a telegram came 
which said that I was to be relieved by General Westphal, 
and was to report to the Fuhrer's H.Q. on the 13th 
September. I felt somewhat depressed! On setting off, 
I went first to see Field-Marshal von Rundstedt at Coblenz, 
where he had just established his H.Q. on being recalled 
to take supreme command in the West. Field- Marshal 
von Rundstedt was very annoyed to hear that I was being 
taken away from my post just as he had returned to 
command. He at once protested to O.K.W, and asked 
that he might retain me as his Chief of Staff. But the 
answer came back that the request could not be granted. 
The reason given was that I had repeatedly expressed a 
desire for a fighting command. This did not sound very 
convincing in the circumstances, 

I left Coblenz on the 9th September, and took the 
opportunity to visit my family — at Marburg— in case of 
what might happen. I spent Sunday, the 10th, at home, 
I felt a quiver every time the telephone rang or the sound 

The Anti-Hitler Plot — as seen from H. Q. in the West 2 79 

of a car was heard approaching the house — and went to 
the window to look out. 

On the nth I took the train for Berlin. The train 
was held up by an air raid at Kassel, so I telephoned from 
there to say that I was delayed, and would thus miss the 
special courier train that ran nightly from Berlin to East 
Prussia. Continuing in the train to Berlin I had to get 
out at Potsdam, because of bomb damage on the line. 
Just as I got out of the train I suddenly heard a voice in 
the dark saying: " Where is General Blumentritt?" I felt 
another quiver. After I had answered, an officer came 
up to me, accompanied by a soldier who was carrying a 
tommy gun. The officer addressed me politely, and said 
he had orders to escort me to a hotel in Berlin — the Adlon. 
On arrival there, the hall porter told me there was a sealed 
envelope awaiting me. I opened it — all that it contained 
was my ticket to Angerburg in East Prussia. That was 
rather an anti-climax. But it brought only a temporary 
sense of relief. I still had to wait and wonder what was 
in store for me at the Fuhrer ? s H.Q,. 

The following night I caught the special train thence, 
arriving at Angerburg on the morning of the 13th, I was 
met by Field- Marshal KeitePs adjutant, who took me to 
Keitel's special train; here I had breakfast and left my 
baggage. I was told that the Fuhrer was too tired to 
receive me, but that I could attend the daily conference 
at mid-day if I liked. I decided to do so. 

In front of the house where the conference was held I 
found a group of generals. I went up to them and 
reported to General Guderian, who had become Chief of 
the General Staff. I noticed that he did not attempt to 
shake hands, while Keitel and others stood aloof. Guderian 
said to me, in a loud voice: "I wonder you dare to come 
here after what has happened in the West. 5 ' I showed 
him the telegram ordering me to report. Then an S.S. 
officer arrived and said that, after all, the Fuhrer had 
decided to attend the daily conference. A few minutes 


The Other Side of the Hill 

later we saw Hitler walking through the forest, with tired 
and slow steps, accompanied by an escort of five or six 

Guderian turned to me and said, grimly: "Now you 
can report yourself to the Fuhrer. 55 But to my surprise 
Hitler greeted me in a pleasant manner, saying: "You've 
been having a very hard time in the West. I know the 
Allied air forces are on top and what it means. I'd like 
to have a talk with you after the conference/ 5 

When the conference ended Guderian said to me: 
"Gome and have a talk with me about the Eastern front." 
I replied: "It doesn't interest me in the least at the 
moment. 55 I then had ten minutes talk with Hitler, 
alone, and he was again very nice. 

When I came out, the other generals were all waiting, 
and at once asked me: "What did the Fuhrer say to 
you? 55 I replied: "He was veiy pleasant. 55 Thereupon, 
they all became very pleasant, and Keitel invited me to 
have tea with him. I replied that I would like to get 
away that evening and go home, adding: "It's two years 
since I spent a leave with my wife and children. 35 At 
that, Keitel said: "I don 5 t think it is possible/ 5 I said: 
"But the Fuhrer told me I could go on leave, and was then 
to report to Field-Marshal von Rundstedt, who would 
give me command of an army corps in the West. 55 Keitel 
told me to wait half-an-hour. After seeing the Fuhrer, 
he came back and told me I could go. 

During our conversation, this time, Keitel spoke of 
von Kluge, and remarked that they had documentary 
evidence about his treasonable activities. Keitel said that 
they had intercepted a wireless message from some Allied 
H.Q,., which asked to be put in touch with von Kluge. 
Keitel added: "And that's why he was missing so long that 
day near Avranches. 55 Protesting that this suspicion was 
unjust, I related how von Kluge had been forced to take 
cover, and how he had been unable to get in touch with 
his own H.Q,. for hours, because his wireless tender had 

The Anti-Hitlei Plot — as seen from H.Q. in the West 281 

been knocked out. But it was obvious that Keitel did not 
believe this explanation. 

I also paid a call on Jodl before leaving. Jodl said to 
me, without shaking hands: "That seems to be a bad show 
of yours in the West 5 ' I retorted: "It might be well for 
you to come yourself and have a look at the situation." 
Jodl was surprised to hear that I was going on leave that 

After that I went back to Keitel's train to pick up my 
baggage. An orderly there gave me a bottle of claret to 
take away, remarking at the same time: "Where you had 
breakfast this morning you were sitting in the same seat 
where Colonel Stieff last sat." I felt that I had had a 
lucky escape. Even after I reached my home at Marburg 
I still jumped when the telephone rang. I did not begin 
to feel at ease until I got back to the front, and took 
over command of my new corps. An underlying anxiety 

From then on to the end of the war many of us felt 
that we were under a cloud of suspicion. In March, 1945, 
when I was commanding the army in Holland, I received 
a telegram from O.K.W. telling me to report at once the 
whereabouts of my family. That sounded ominous — as if 
they might be taken as hostages. I looked at the map 
and saw that the American forces were approaching 
Marburg — being already less than sixty miles away. So 
I didn't send an answer to this telegram! I felt that my 
family would be safer with the Americans. 

From the night of July 20th onwards the German 
generals often used to discuss among themselves whether 
they should get in touch with the Allies — as von Kluge 
had thought of doing that evening, when he thought 
Hitler was dead. The reasons that checked them from 
doing so were: 


The Other Side of the Hill 

(1) Their oath of loyalty to the Ftthrer. (They now 
argue: "We gave our oath of loyalty to the Fuhrer. 
If he is dead that is cancelled/ 5 So most of them 
want to believe that he is dead). 

(2) The people in Germany had not realized the truth 
of the situation, and would not understand any 
action the generals took towards making peace, 

(3) The troops on the East front would reproach the 
West front for letting them down. 

(4) The fear of going down to history as traitors to 
their country. 



In the dark, foggy morning of December i6, 1944, the 
German Army struck in the Ardennes. The blow came 
as a shock to the Allies, for some of their highest com- 
manders had been confidently saying that the Germans 
would never be capable of another offensive. It soon 
became a greater shock, for the blow burst through the 
American front in the Ardennes and threatened to sever 
the Allied armies. Alarm spread behind the front, and 
was worse still in the Allied capitals. It was like a night- 
mare. Fears were voiced that the Germans might reach 
the Channel coast, and produce a second Dunkirk. 

It was Hitler's last big gamble — and the rashest of all. 

Everything looked very different from the German end 
of the telescope. The offensive was not only a long-odds 
chance, but an incredible muddle. The Allies spoke of it 
as the "Rundstedt offensive". That title acts on Rundstedt 
like the proverbial red rag, for his feelings about the plan 
were, and remain, very bitter. In reality he had nothing 
to do with it except in the most nominal way. Having 
failed to dissuade Hitler from attempting it, and feeling 
that it was a hopeless venture, he stood back throughout 
and left Field-Marshal Model to run it. 

The decision was entirely Hitler's own, and so was the 
strategic plan. It would have been a brilliant brain-wave 
he had still possessed the forces and resources to give it a 
fair chance of success in the end. That it gained a startling 
initial success was largely due to tactics suggested by the 
young General von Manteuffel — an army commander at 
forty-seven — who persuaded Hitler to adopt them. Hitler 


284 The Other Side of the Hill 

would never listen to the arguments of the older generals, 
whom he distrusted, but he had a very different attitude 
towards newer men and ideas. He regarded Manteuffel 
as one of his discoveries. He loved revolutionary ideas. 

The surprise achieved at the start also owed much to the 
extreme secrecy in which the design had been hidden. 
But this was carried so far that it became more hindrance 
than help. It caused many of the muddles which forfeited 
such chance as the attack gained* But long after the plan 
had miscarried, Hitler insisted on pursuing the attack. 
He forbade any timely withdrawal, If the Allies had moved 
quicker, his armies might have been trapped. Even as it 
was they were badly hammered. The losses they suffered 
were fatal to the prospects of the continued defence of 

It is instructive to follow the course of events through 
the eyes of some of the chief German commanders con- 
cerned. At the top came Rundstedt, who had been 
restored to his old place as Commander-in-Chief in the 
West early in Septembei — when the Allies were approach- 
ing the Rhine, and Hitler needed a symbol that would 
rally the confidence of his shattered armies Under 
Rundstedt came Model, who was not a great strategist, 
but who had a ruthless energy in scraping up reserves 
from a bare cupboard, and was one of the few generals 
who dared to argue with Hitler. Model committed suicide 
at the end of the war. Under Model came the two Panzer 
Army commanders, Sepp Dietrich and Manteuffel. Sepp 
Dietrich was an S.S. leader, formerly a rolling stone 
in various business jobs, who had caught Hitler's fancy by 
his aggressive spirit. Rundstedt regarded him as respon- 
sible for fumbling the crucial part of the offensive. Man- 
teuffel was a professional soldier of the younger school, 
and an aristocrat. A man of quiet dignity, similar to 
Rundstedt's, he was also a dynamic exponent of new 
methods. Within a year he had risen from command of a 
panzer division to command of an Army. Besides being 

Hitler's Last Gamble 285 

the designer of the tactics of the Ardennes offensive, it was 
his thrust that proved by far the most threatening feature. 
For these reasons I give the story largely in his words, 
checked and supplemented by evidence gathered from 
other sources, 

Manteuffel is keenly professional enough to enjoy 
"fighting his battles over again 95 , in discussion, while 
philosophical enough not to dwell disproportionately on 
how things went wrong He has a pleasant vein of humour, 
too. It survived the hard conditions of the camp where 
the generals were then confined, as well as the strain of 
anxiety which all of them felt about the fate of their 
families, and whether they would ever see them again. 
That cheerless camp deep in a remote mountain valley was 
depressing enough, even without the barbed wire, to 
induce claustrophobia Visiting it on one of the dreariest 
of mid-winter days, I remarked to Manteuffel that Grizedale 
was not a pleasing place at such a time of the year, but 
that it would be better in summer. He replied, with a 
smile: "Oh, it might be worse. I expect we shall be 
spending next winter on a barren island, or else in a ship 
anchored in mid- Atlantic." 


"The plan for the Ardennes offensive," Manteuffel 
told me, "was drawn up completely by OJK.W. and sent 
to us as a cut and dried Tuhrer order 5 . The object defined 
was to achieve a decisive victory in the West by throwing 
in two panzer armies — the 6th under Dietrich, and the 
5th under me* The 6th was to strike north-east, cross the 
Meuse between Li^ge and Huy, and drive for Antwerp. 
It had the main role, and main strength. My army was 
to advance along a more curving line, cross the Meuse 
between Namur and Dinant, and push towards Brussels — 
to cover the flank. On the third or fourth day the 15th 
Army, using the specially reinforced 12th S.S. Corps under 
General Blumentritt, was to make a converging thrust 


The Other Side of the Hill 

from the north-east towards the Meuse at Maastricht — to 
assist the 6th Panzer Army's drive on Antwerp, The 
Fiihrer's idea was that the Ardennes offensive would by then 
have drawn off a large part of the reserves to the help of 
the Americans, so that this secondary stroke, although 
lighter, should have a chance of success. 

"The aim of the whole offensive was, by cutting off 
the British Army from its bases of supply, to force it to 
evacuate the Continent* 5 9 

Hitler imagined that if he produced this second Dunkirk, 
Britain would virtually drop out of the war, and he would 
have breathing space to hold up the Russians and produce 
a stalemate in the East. 

Rundstedt told me: "When I received this plan early 
in November I was staggered. Hitler had not troubled to 
consult me about its possibilities. It was obvious to me 
that the available forces were far too small for such an 
extremely ambitious plan. Model took the same view of 
it as I did. In fact, no soldier believed that the aim of 
reaching Antwerp was really practicable. But I knew 
by now it was useless to protest to Hitler about the possibility 
of anything. After consultation with Model and Man- 
teuffel I felt that the only hope was to wean Hitler from 
this fantastic aim by putting forward an alternative 
proposal that might appeal to him, and would be more 
practicable. This was for a limited offensive with the 
aim of pinching off the Allies' salient around Aachen." 

Manteuffel gave me a fuller account of their discussion 
and conclusions. "We were agreed in our objections to the 
plan. In the first place the strategic dispositions were 
faulty, and there would be grave risk to the flanks unless 
these were buttressed* Beyond that, the ammunition 
supplies were not sufficient for such extensive aims. Beyond 
that again, the Allies' air superiority would be too great a 
handicap in attempting such aims. Moreover, we knew 
that strong Allied reinforcements were available back in 
France, and also in England. I myself stressed the point 

Hitler's Last Gamble 


that we must expect intervention from the airborne 
divisions that were ready in England. I also emphasized 
how the good network of roads beyond the Meuse would 
facilitate the Allies 5 counter-moves. 

"We drafted a report to O.K.W. emphasizing that the 
forces were not adequate to deliver an offensive on the 
lines laid down. At the same time we suggested a modified 
plan. In this, the 15th Army, with a strong right flank, 
would deliver an attack north of Aachen, towards 
Maastricht. The 6th Panzer Army would attack south 
of Aachen, and cut in behind that place with the eventual 
objective of establishing a bridgehead over the Meuse in 
the Li6ge area. The main aim here was to fix the Allies' 
attention. The 5th Panzer Army would strike from the 
Eifel through the Ardennes towards Namur, with the 
aim of gaining a bridgehead there. The armies would then 
turn inward and roll up the Allied position along the 
Meuse If opposition seemed to be collapsing, they could 
exploit their success by an advance towards Antwerp, but 
otherwise they could limit their risks. 35 

The most that they really hoped 3 Manteuffel said, was 
to pinch out the American forces that had pushed beyond 
Aachen as far as the River Roer. But he would have 
preferred to wait until the Allies started a fresh offensive, 
and keep all the German armoured forces in hand for the 
delivery of a concentrated counter-stroke. Rundstedt was 
of the same opinion, as Blumentritt independently con- 
firmed — "The Field- Marshal was really against any further 
offensive on our part. His idea was to defend the Roer 
and hold all the armoured divisions in readiness behind that 
line, as a powerful reserve for counter-attack against a 
break-through. He wanted to pursue a defensive strategy. 35 

Since Hitler rejected such an idea, the only hope seemed 
to lie in subtly inducing him to modify his offensive design 
to a form that would offer a chance of moderate success 
without involving too heavy risks. 

Manteuffel explained that the scope and direction of 


The Other Side of the Hill 

the thrusts suggested was close enough to Hitler's design 
as to appear not so very different. In putting forward the 
alternative plan, they tried to increase its appeal by 
suggesting that, if opposition seemed to be collapsing, 
they could then exploit the success towards Antwerp. 
"On November 4, so far as I remember, this alternative 
plan was sent to O.K.W. for submission to Hitler. It was 
emphasized that we could not be ready to launch the attack 
before December 10 — Hitler had originally fixed the date 
as December 1." 

Manteuffel went on: "Hitler rejected this more 
moderate plan, and insisted on the original pattern. Mean- 
while, knowing that he usually kept us waiting for an 
answer we had begun our own planning — but only on 
the narrower basis of our own proposals. All the divisions 
of my own 5th Panzer Army were assembled, but kept 
widely spaced, between Trier and Krefcld — so that spies 
and the civil population should have no inkling of what 
was intended. The troops were told that they were being 
got ready to meet the coming Allied attack on Cologne. 
Only a very limited number of staff officers were informed 
of the actual plan. 5 * 

The 6th Panzer Army was assembled still farther back, 
in the area between Hanover and the Weser. Its divisions 
had been drawn out of the line to recuperate and be re- 
equipped. Curiously, Sepp Dietrich was not informed of 
the task that was intended for him nor consulted about the 
plan he would have to carry out, until much closer to the 
event. Most of the divisional commanders had only a 
few days 5 notice. In the case of ManteuffeFs Army, the 
move down to the starting line was made in three nights. 


This strategic camouflage helped surprise, but a heavy 
price was paid for the extreme internal secrecy. Com- 
manders who were informed so late had too little time to 
study their problem, reconnoitre the ground, and make 

Hitlers Last Gamble 

their preparations. As a result many things were over- 
looked, and numerous hitches occurred when the attack 
began. Hitler had worked out the plan at his head- 
quarters in detail, with Jodl, and seemed to think that this 
would suffice for its fulfilment. He paid no attention to 
local conditions or to the individual problems of his 
executants. He was equally optimistic about the needs 
of the forces engaged. 

Rundstedt remarked: "There were no adequate rein- 
forcements, no supplies of ammunition, and although the 
number of armoured divisions was high, their strength in 
tanks was low — it was largely paper strength/' (Man* 
teuffel said that the actual number of tanks in the two 
panzer armies was about 800 — which puts a different 
complexion on the Allied statement, based on the number 
of divisions, that this was the most powerful concentration 
of tanks ever seen in the war.) 

The worst deficiency of all was in petrol. Manteuffel 
said: "Jodl had assured us there would be sufficient petrol 
to develop our full strength and carry our drive through. 
This assurance proved completely mistaken. Part of the 
trouble was that O.K.W. worked on a mathematical and 
stereotyped calculation of the amount of petrol required 
to move a division for a hundred kilometres. My experi- 
ence in Russia had taught me that double this scale was 
really needed under battlefield conditions. Jodl didn't 
understand this. 

"Taking account of the extra difficulties likely to be 
met in a winter battle in such difficult country as the 
Ardennes, I told Hitler personally that five times the 
standard scale of petrol supply ought to be provided. 
Actually, when the offensive was launched, only one and 
a half times the standard scale had been provided. Worse 
still, much of it was kept too far back, in large lorry columns 
on the east bank of the Rhine. Once the foggy weather 
cleared, and the Allied air forces came into action, its 
forwarding was badly interrupted. 55 


2 go 

The Other Side of the Hill 

The troops, ignorant of all these underlying weaknesses, 
kept a remarkable trust in Hitler and his assurances of 
victory, Rundstedt said: "The morale of the troops 
taking part was astonishingly high at the start of the 
offensive. They really believed victory was possible — 
unlike the higher commanders, who knew the facts/' 


At the start, the chances were improved by two factors. 
The first was the thinness of the American defences in the 
Ardennes sector. The Germans had good information 
about this, and knew that only four divisions covered the 
75-mile stretch of front. It was Hitler's keen sense of the 
value of the unexpected which led him to exploit this 
weakness, and its indication that the Allied High Command 
was unprepared — despite the lesson of 1940 — for a large- 
scale German offensive in such difficult country. 

The second favourable factor lay in the tactics that 
were adopted. These were not part of the original plan. 
Manteuffel told me: "When I saw Hitler's orders for the 
offensive I was astonished to find that these even laid down 
the method and timing of the attack. The artillery was 
to open fire at 7.30 a.m., and the infantry assault was to be 
launched at 1 1 a.m. Between these hours the Luftwaffe 
was to bomb headquarters and communications. The 
armoured divisions were not to strike until the break- 
through had been achieved by the infantry mass. The 
artillery was spread over the whole front of attack. 

"This seemed to me foolish in several respects, so I 
immediately worked out a different method, and explained 
it to Model. Model agreed with it, but remarked sar- 
castically: c You'd better argue it out with the Fuhrer.' 
I replied: 'All right, I'll do that if you'll come with me.' 
So on December 2, the two of us went to see Hitler in 

"I began by saying : 'None of us knows what the weather 
will be on the day of the attack — are you sure the Luftwaffe 

Hitler's Last Gamble 


can fulfil its part in face of the Allied air superiority?' I 
reminded Hitler of two occasions in the Vosges earlier 
where it had proved quite impossible for the armoured 
divisions to move in daylight. Then I went on: 'All our 
artillery will do at 7.30 is to wake the Americans — and 
they will then have three and a half hours to organize their 
counter-measures before our assault comes.' I pointed out 
also, that the mass of the German infantry was not so 
good as it had been, and was hardly capable of making 
such a deep penetration as was required, especially in such 
difficult country. For the American defences consisted of 
a chain of forward defence posts, with their main line of 
resistance well behind — and that would be harder to 

"I proposed to Hitler a number of changes. The first 
was that the assault should be made at 5.30 a.m , under 
cover of darkness. Of course this would limit the targets 
for the artillery, but would enable it to concentrate on a 
number of key targets — such as batteries, ammunition 
dumps, and headquarters — that had been definitely 

"Secondly, I proposed to form one 'storm battalion 9 
from each infantry division, composed of the most expert 
officers and men. (I picked the officers myself.) These 
fi storm battalions' were to advance in the dark at 5.30, 
without any covering artillery fire, and penetrate between 
the Americans' forward defence posts. They would avoid 
fighting if possible until they had penetrated deep. 

"Searchlights, provided by the flak units, were to light 
the way for the storm troops' advance by projecting their 
beams on the clouds, to reflect downwards. I had been 
much impressed by a demonstration of this kind which I 
had seen shortly beforehand, and felt that it would be the 
key to a quick penetration before daylight." (Curiously, 
Manteufiel did not seem aware that the British had already 
developed such "artificial moonlight". And although he 
spoke to me of the impression made on him by a little 

The Other Side of the Hill 

book of mine, The Future of Infantry > which appeared in 
1932, he had forgotten that this new development was one 
of the principal suggestions in that book.) 

Resuming his account, Manteuffel said: "After setting 
forth my alternative proposals to Hitler, I argued that it 
was not possible to carry out the offensive in any other 
way if we were to have a reasonable chance of success* I 
emphasized : * At 4 p.m. it will be dark. So you will only 
have five hours, after the assault at 1 1 a.m., in which to 
achieve the break-through. It is very doubtful if you can 
do it in the time. If you adopt my idea, you will gain a 
further five and a half hours for the purpose. Then when 
darkness comes I can launch the tanks. They will advance 
during the night, pass through our infantry, and by dawn 
the next day they will be able to launch their own attack 
on the main position, along a cleared approach. 3 ' 

According to Manteuffel, Hitler accepted these sag- 
gestions without a murmur. That was significant. It 
would seem that he was willing to listen to suggestions 
that were made to him by a few generals in whom he had 
faith — Model was another — but he had an instinctive 
distrust of most of the senior generals, while his reliance 
on his own immediate staff was mingled with a realization 
that they lacked experience of battle conditions. 

"Keitel, Jodl, and Warlimont had never been in the 
war. At the same time their lack of fighting experience 
tended to make them underrate practical difficulties, and 
encourage Hitler to believe that things could be done 
that were quite impossible. Hitler would listen to soldiers 
who had fighting experience, and practical ideas." 

What these tactical changes did to improve the prospects 
of the offensive was offset, however, by a reduction of the 
strength that was to be put into it. For the executive 
commanders soon had damping news that part of the forces 
promised them would not be available — owing to the 
menacing pressure of the Russian attacks in the East. 
The result was that Blumentritt's converging attack on 

Hitler's Last Gamble 293 

Maastricht had to be abandoned, so leaving the Allies 
free to bring down reserves from the north. Moreover, 
the 7th Army, which was to advance as flank cover to the 
other wing of the offensive, was left with only a few divisions 
— and without any tanks. Manteuffel was the more 
dismayed to hear this, because he had told Hitler, on the 
2nd, that in his view the Americans would launch their 
main counter-stroke from the Sedan area towards Bastogne. 
"I pointed out the way that so many of the roads converged 
on Bastogne." 

Yet the ambitious aims of the offensive were not 
modified. Curiously, too. Hitler and Jodl did not seem 
to realize the effect on the momentum of the advance. 
"The time of reaching the Meuse was not discussed in any 
detail, 53 Manteuffel told me. "I imagined that Hitler must 
realize that a rapid advance would not be possible under 
winter conditions, and these limitations, but from what I 
have heard since it is clear that Hitler thought the advance 
could go much quicker than it did. The Meuse could not 
possibly have been reached on the second or third day — as 
Jodl expected. He and Keitel tended to encourage Hitler's 
optimistic illusions." 

Rundstedt receded into the background after Hitler's 
rejection of the "smaller" plan, leaving Model and Man- 
teuffel, who had more chance of influencing Hitler, to 
fight for the technical changes in the plan that were all 
Hitler would consider. Blumentritt bitterly remarked: 
' 'The Commander-in-Chief in the West was not, in fact, 
consulted any more. He was expected to carry out the 
offensive in a mechanical way in accordance with the 
Fuhrer's operation orders — which regulated the smallest 
details — without being able to interfere in any way him- 
self." Rundstedt took only a nominal part in the final 
conference, held on December 12 th in his headquarters at 
Ziegenberg, near Bad Nauheim. Hitler was present, and 
controlled the proceedings. 


The Other Side of the Hill 


As the start of one of my talks with ManteufFel I raised 
a question about the use of the airborne forces. I said 
that in travelling over a large part of the Ardennes before 
the war I had been struck by the fact that its possibilities 
for tank movement were greater than was generally 
supposed, especially by the conventionally-minded French 
high command. At the same time there was an obvious 
difficulty in the way that the roads descended into steep 
valleys at the river crossings, and these might form tough 
obstacles if stoutly defended. It had seemed to me that 
the offensive answer to this defensive problem was to drop 
airborne forces on these strategic defiles, and seize them 
ahead of the tank advance. That was why in my com- 
mentary when the Ardennes offensive opened I had assumed 
that the Germans were using their airborne troops in this 
way. But it now appeared that they did not do so. Could 
he, Manteuffel, tell me something about this. 

ManteuffePs reply was: "I entirely agree with your 
definition of the nature and problem of the Ardennes, and 
I think it would have been an excellent idea to use para- 
chute forces in the way you suggest. It might have 
unlocked the door. But I don't remember it being mooted 
when the plan was being discussed, and in any case the 
available parachute forces were very scanty. Our parachute 
forces were hampered by a shortage of transport aircraft, 
above all, but also by a lack of men at the time when this 
offensive was launched. The dangerous situation on the 
Eastern front had led Hitler to use them as ordinary 
infantry, to cement breaches. Other divisions had been 
drawn away to Italy and absorbed in the battle there. 
The result of all these factors was that only about nine 
hundred parachutists were available for the Ardennes 
offensive, and they were used on the front of the 6th Panzer 

Manteuffel went on to talk of the neglect to make any 

Hitler's Last Gamble 


effective use of Germany's parachute forces after the capture 
of Crete in 1941 — how they had been earmarked for a 
stroke against Malta or Gibraltar which never came off; 
how Student had wanted to use them in Russia, and had 
been thwarted by Hitler's preference for keeping them 
in reserve for some special coup; and how, in the end, 
they had been frittered away in the r61e of ordinary ground 
troops instead of being employed in their own proper 
role. He concluded by saying: "In my view, there could 
be nothing better than a combination of panzer and 
parachute troops." 

On this subject Thoma told me, earlier: "Guderian 
always worked well with Student, who trained the para- 
chute forces, but Goering blocked proposals for combined 
action with the panzer forces He always wanted to keep 
up the strength of the Luftwaffe, and was therefore niggardly 
with such air transport as he had to provide for the para- 
chute forces. 5 ' 

From General Student I got details of how the parachute 
troops were employed in the Ardennes offensive. When 
the German front in France collapsed and the Allies dashed 
forward into Belgium, at the beginning of September, he 
was sent to form a fresh front in southern Holland. For 
this purpose he was given command of a scratch force 
that was imposingly named the 1st Parachute Army. It 
consisted of a number of depleted infantry divisions 
supplemented by a sprinkling of parachute units that 
were then in course of training under him. After the new 
front had been established, and the Allied advance checked, 
the German forces in Holland were constituted as Army 
Group € H', comprising the 1st Parachute Army and the 
still more newly created 25th Army. Student was given 
command of this army group in addition to his other 
function of Commander-in-Chief of the Parachute Forces. 

On December 8th he was told of the intended offensive 
in the Ardennes and instructed to collect what he could 
in the way of trained parachutists in order to furnish one 


The Other Side of the Hill 

strong battalion. That was barely a week before the 
offensive was launched. The battalion comprised about 
iooo men under Colonel von der Heydte, and it was 
sent to the sector of Sepp Dietrich's 6th Panzer Army. 
On getting in touch with the Luftwaffe command, von 
der Heydte found that more than half the crews of the 
aircraft allotted had no experience of parachute operations, 
and that necessary equipment was lacking. It was not 
until the 13th that he managed to see Sepp Dietrich, who 
said that he did not want to use parachute troops for fear 
that they might give the enemy a warning, but that 
Hitler had insisted. 

The task eventually assigned to the parachute troops 
was, not to seize one of the awkward defiles ahead of the 
panzer advance, but to land on Mont Rigi near the 
Malmedy-Eupen-Verviers crossroads, and create a flank 
block to delay Allied reinforcements from the north. Von 
der Heydte was ordered, despite his protests, to make 
the drop at night instead of at dawn, to avoid putting the 
enemy on the alert. But on the evening before the 
attack the promised transport did not arrive to take the 
companies to the airfields, and the drop was postponed 
until the next night — when the ground attack had already 
started. Then, only a third of the aircraft managed to 
reach the correct dropping zone, and the strong wind 
dragged the parachutes so that many of the troops were 
killed or injured in landing on the wooded and snow- 
covered heights. By this time the roads were filled with 
American columns streaming south, and as von der Heydte 
had only been able to collect a couple of hundred men he 
could not gain the cross-roads and establish a blocking 
position. For several days he harassed the roads with 
small raiding parties, and then, as there was no sign of 
Sepp Dietrich's forces arriving to relieve him, he tried to 
push eastward to meet them, but was captured on the 

"This was our last parachute operation, 5 ' said Student. 

Hitler's Last Gamble 


"On D-day we had had 150,000 parachute troops, and 
six organized divisions. Of the total 50,000 were trained, 
and the rest under training. We were not able to complete 
their training as they were constantly committed to ground 
fighting, and by the time they were needed for the Ardennes 
offensive, five months later, only a handful were available 
— because they had been used up as infantry instead of 
being kept for their proper r6ie." 


The blow that gave the Allies their biggest shock since 
1942 had no such weight behind it as they pictured at the 
time. That is now clear from the German order of battle, 
though Manteuffel did not emphasize it — he gave his 
account with marked restraint, and is the type of man who 
dislikes to offer excuses, however justifiable. 

The offensive was launched on December 16th along a 
seventy-mile stretch between Monschau (south of Aachen) 
and Echternach (just north-west of Trier) . But the 7th 
Army's attack on the southern sector did not really count, 
as it could only employ four infantry divisions. The 
intended main punch was delivered on a narrow front, of 
barely fifteen miles, by Sepp Dietrich's 6th Panzer Army, 
which was composed of the 1st and 2nd S.S. Panzer Corps, 
supplemented by the 67th Corps (of infantry). Although 
it had more armoured divisions than the 5th Panzer Army 
it was a light-weight for its purpose. 

Sepp Dietrich's right-hand punch was blocked early by 
the Americans' tough defence of Monschau. His left- 
hand punch burst through and, by-passing Malmedy, 
gained a crossing over the Ambleve beyond Stavelot on 
the 1 8th — after a thirty-mile advance from the starting 
line. But it was checked in this narrow defile, and then 
cornered by an American counter-move. Fresh efforts 
failed, in face of the Americans' rising strength as reserves 
were hurried to the scene, and the 6th Panzer Army's 
attack fizzled out. 


The Other Side of the Hill 

ManteufFel's 5th Panzer Army attacked on a broader 
front, of some thirty miles. He sketched out for me its 
dispositions and course. The 66th Corps (of infantry) 
was on his right wing, facing in the direction of St, Vith. 
"It was purposely put there because the obstacles were 
greater, and the chances of rapid progress less, than 
farther south." The 58th Panzer Corps was in the centre, 
between Prum and Waxweiler. The 47th Panzer Corps 
was on the left, between Waxweiler and Bitburg, facing the 
direction of Bastogne At the start these two corps included 
only three armoured divisions, and despite recent reinforce- 
ment the latter only had a strength of between sixty to a 
hundred tanks each — one third to a half of their normal 
establishment. Sepp Dietrich's armoured divisions were 
not much stronger in tanks. 

On ManteufFePs front the offensive had a good start. 
"My storm battalions infiltrated rapidly into the American 
front — like rain-drops. At 4 o'clock in the afternoon the 
tanks advanced, and pressed forward in the dark with the 
help of 'artificial moonlight'. By that time bridges had 
been built over the Our river. Crossing these about mid- 
night, the armoured divisions reached the American main 
position, at 8 a.m., then called for artillery support, and 
quickly broke through. 

"But Bastogne then proved a very awkward obstacle. 
Part of the trouble was due to the way that the 7th Army 
had been reduced in strength, for its task was to block the 
roads running up from the south to Bastogne." After 
crossing the Our at Dasburg, the 47th Panzer Corps had to 
get through another awkward defile at Clervaux on the 
Woltz, These obstacles, combined with winter conditions, 
caused delay. "Resistance tended to melt whenever the 
tanks arrived in force, but the difficulties of movement 
offset the slightness of the resistance in this early stage. 
When they approached Bastogne resistance increased." 

On the 1 8th, the Germans came close to Bastogne — 
after an advance of nearly thirty miles from their starting 

Hitlers Last Gamble 


line. But during the night before, General Eisenhower 
had placed the 82nd and 101st Airborne divisions, then 
near Rheims, at General Bradley's disposal. The 82nd 
was sent to stiffen the northern sector, while the 101st was 
rushed up by road to Bastogne. Meanwhile part of the 
10th U.S. Armoured Division had arrived at Bastogne 
just in time to help a battered regiment of the 28th Division 
in checking the Germans 5 initial threat. When the 101st 
Airborne Division arrived on the night of the 18th, the 
defence of this vital road-centre was cemented. During 
the next two days thrusts were made against it, from front 
and flanks, but all were foiled. 

On the 20th Manteuffel decided that no more time 
must be lost in trying to clear away this obstacle. "I went 
forward myself with the Panzer Lehr Division, led it 
round Bastogne, and pushed on to St. Hubert on the 21st. 
The 2nd Panzer Division pushed round the north side of 
Bastogne. To cover these by-passing advances I masked 
Bastogne, using the 26th Volksgrenadier Division to sur- 
round the town, with the help of a panzer grenadier 
regiment from the Panzer Lehr Division. The 58th 
Panzer Corps meanwhile pressed on through Houffalize 
and Laroche, after momentarily swinging north to threaten 
the flank of the resistance that was holding up the 66th 
Corps near St. Vith, and help it forward. 

"Even so, the masking of Bastogne entailed a weakening 
of my strength for the forward drive, and thus diminished 
the chances of this reaching the Meuse at Dinant. More- 
over, the 7th Army was still back on the Wiltz, which it 
had not been able to cross. The 5th Parachute Division, 
on its right, came through my sector and pushed forward 
close to one of the roads running south from Bastogne, but 
was not across it." 

The situation was now less favourable, and potentially 
more dangerous than Manteuffel realized. For Allied 
reserves were gathering on all sides in a strength much 
exceeding that which the Germans had put into the 


The Other Side of the Hill 

offensive, Field-Marshal Montgomery had taken over 
temporary charge of all the forces on the north flank of 
the breach, and the 30th British Corps had been brought 
down to the Meuse, as a support to the 1st American 
Army. On the south flank of the breach two corps of 
General Patton's 3rd American Army had swung north- 
ward, and on the 22nd one of them launched a strong 
attack up the road from Arlon to Bastogne. Although its 
advance was slow, its menacing pressure caused an 
increasing subtraction from the forces that ManteufFel 
could spare for his own advance. 

The days of opportunity had passed. ManteufFePs 
swerving thrust towards the Meuse caused alarm at Allied 
Headquarters, but it was too late to be really serious. 
According to plan, Bastogne was to have been gained on 
the second day, whereas it was not reached until the third, 
and not by-passed until the sixth day. A "small finger 5 > 
of the 2nd Panzer Division came within a few miles of 
Dinant on the 24th, but that was the utmost limit of 
progress, and the finger was soon cut off. 

Mud, and fuel shortage had been important brakes on 
the advance — owing to lack of petrol only half the artillery 
could be brought into action. That deficiency was not 
compensated by air support. While the foggy weather of 
the opening days had favoured the German infiltration by 
keeping the Allied air forces on the ground, this cloak of 
obscurity disappeared on the 23rd, and the scanty resources 
of the Luftwaffe proved incapable of shielding the ground 
forces from a terrible pummelling. That multiplied the 
toll for time lost. But Hitler was also paying forfeit for the 
decision that had led him to place his main strength on the 
northern wing, with the 6th Panzer Army, where room for 
manoeuvre was much more cramped. 

In the first week, the offensive had fallen far short of 
what was hoped, and the quickened progress at the start 
of the second week was illusory — for it only amounted to a 
deeper intrusion between the main road-centres, which the 

Hitler's Last Gamble 


Americans were now more firmly holding. On Christmas 
Eve, Manteuffel got through on the telephone direct to 
Hitler's headquarters, to represent the realities of the 
situation and to make a proposal. Speaking to Jodl, he 
emphasized that time was running short, that Bastogne 
was causing a lot of trouble, that the 7th Army was not 
far enough forward to cover his flank, and that he expected 
a massive Allied counter-stroke very soon, driving up the 
roads from the south. "Let me know this evening what 
the Fiihrer wants. The question is whether I shall use 
all my strength to overcome Bastogne, or continue masking 
it with small forces and throw my weight towards the 

"I then pointed out that the most we could hope to do 
was to reach the Meuse — and gave my reasons. First, 
because of the delay at Bastogne. Second, because the 
7th Army was too weak to bar all roads from the south. 
Third, because after eight days of battle the Allies were sure 
to be on the Meuse in strength, and it would not be possible 
to force a crossing in face of strong opposition. Fourth, 
because the 6th Panzer Army had not penetrated far, and 
was already held up on the line Monschau-Stavelot 
Fifth, it was clear that we should have to fight a battle 
this side of the Meuse. For I had picked up wireless 
messages from the Allied Traffic Control at Huy, which 
was sending regular reports of the passage of reinforcements 
across the bridge there — we were able to decipher the 
code. 95 

After that, Manteuffel made his own proposals— for a 
circular stroke northward on the near side of the Meuse, 
to trap the Allied forces that were east of the river, and 
sweep the bend clear. This would establish the German 
forces in a stronger position, which they might hope to 
hold. "With this aim, I urged that the whole of my army, 
reinforced by the O.K.W. reserves and by the 6th Panzer 
Army's reserves, should be concentrated south of the 
Ourthe, around Laroche, and then wheel round in a circuit 


The Other Side of the Hill 

past Marche towards Li6ge. I said: 6 Give me these 
resex^ves, and I will take Bastogne, reach the Meuse, and 
swing north, so helping the 6th Panzer Army to advance. 5 
I finished by emphasizing these points — I must have a 
reply that night; the O.K.W. reserves must have sufficient 
petrol; I would need air support. Up till then I had only 
seen the enemy's aircraft ! 

"During the night Major Johannmeier, the Fixhrer's 
adjutant, visited me and after discussion telephoned Jodl. 
At the end I came to the telephone myself, but Jodl said 
that the Fiihrer had not yet made a decision. All he could 
do for the moment was to place at my disposal one 
additional armoured division. 

"It was not until the 26th that the rest of the reserves 
were given to me — and then they could not be moved. 
They were at a standstill for lack of petrol — stranded over 
a stretch of a hundred miles — just when they were needed/ 5 
(The irony of this situation was that on the 19th the 
Germans had come within about a quarter of a mile of a 
huge petrol dump at Andrimont, near Stavelot, con- 
taining 2,500,000 gallons. It was a hundred times larger 
than the largest of the dumps they actually captured.) 

I asked ManteufFel whether he felt that real success 
would have been possible as late as December 24th — even 
if he had been given the reserves immediately, and they 
had been provided with petrol. He replied: "I think a 
limited success would still have been possible — up to the 
Meuse, and perhaps the capture of bridgeheads beyond 
it." In further discussion, however, he admitted that 
such a belated attainment of the Meuse would have brought 
more disadvantage than advantage in the long run. 

"We had hardly begun this new push before the Allied 
counter-offensive developed. I telephoned Jodl and asked 
him to tell the Fiihrer that I was going to withdraw my 
advanced forces out of the nose of the salient we had made 
— to the line Laroche-Bastogne. But Hitler forbade this 
step back. So instead of withdrawing in time, we were 

Hitlers Last Gamble 


driven back bit by bit under pressure of the Allied attacks, 
suffering needlessly heavy losses. On January 5th the 
situation was so serious that I feared Montgomery would 
cut off both our Armies, Although we managed to avoid 
this danger, a large part of them were sacrificed. Our 
losses were much heavier in this later stage than they had 
been earlier, owing to Hitler's policy of 'no withdrawal 9 . 
It spelt bankruptcy, because w r e could not afford such 
losses.' 9 


Manteuffel summed up the last stage of the war in two 
sentences: "After the Ardennes failure, Hitler started a 
'corporal's war 5 . There were no big plans — only a 
multitude of piecemeal fights. 95 

He went on: "When I saw the Ardennes offensive was 
blocked I wanted to cany out a general withdrawal — first to 
our starting line, and then to the Rhine, but Hitler would 
not hear of it. He chose to sacrifice the bulk of his main 
forces in a hopeless struggle on the West bank of the 
Rhine. 99 

Rundstedt endorsed this verdict. But he also made it 
clear that, although the German Army's leading exponent 
of offensive warfare, he had never seen any point in this 
offensive. "Each step forward in the Ardennes offensive 
prolonged our flanks more dangerously deep, making 
them more susceptible to Allied counter-strokes. 99 Rund- 
stedt traced the effect, on the map, as he talked. "I 
wanted to stop the offensive at an early stage, when it was 
plain that it could not attain its aim, but Hitler furiously 
insisted that it must go on. It was Stalingrad No. 2." 

The Ardennes offensive carried to the extreme of 
absurdity the military belief that "attack is the best 
defence 99 . It proved the "worst defence 99 — wrecking 
Germany's chances of any further serious resistance. From 
that time on, the main concern of most of the German 
commanders seems to have been, not whether they could 


The Other Side of the Hill 

stop the Allies 5 advance, but why the Allies did not advance 
faster and finish the war quicker. 

They were tied to their posts by Hitler's policy, and 
Himmler's police, but they were praying for release. 
Throughout the last nine months of the war they spent 
much of their time discussing ways and means of getting 
in touch with the Allies to arrange a surrender. 

All to whom I talked dwelt on the effect of the Allies 
"unconditional surrender 55 policy in prolonging the war. 
They told me that but for this they and their troops — the 
factor that was more important — would have been ready 
to surrender sooner, separately or collectively. "Black- 
listening 55 to the Allies 5 radio service was widespread. 
But the Allied propaganda never said anything positive 
about the peace conditions m the way of encouraging 
them to give up the struggle. Its silence on the subject was 
so marked that it tended to confirm what Nazi propaganda 
told them as to the dire fate in store for them if they sur- 
rendered. So it greatly helped the Nazis to keep the 
German troops and people to continue fighting — long after 
they weie ready to give up. 



In the course of one of my talks with MaixteufFel about the 
Ardennes offensive he gave me a military character- 
sketch of Hitler that differed markedly from the impression 
of him that the older generals conveyed. It is worth 
reproducing because it goes further to explain the sources 
of both his power and his failure. 

The way in which ManteufFel attracted Hitler's notice 
is also illuminating. In August, 1943* he had been given 
command of the 7th Armoured Division — which Rommel 
had led in 1940. It was in Manstein's Army Group. 
That autumn the Russians surged over the Dnieper and 
captured Kiev, then rolled on rapidly west towards the 
Polish frontier. Manstein had no formed reserve left to 
meet this fresh crisis, but charged ManteufFel with the 
task of collecting such odd units as he could find for an 
improvised counter-stroke. ManteufFel broke in behind 
the rear of the advancing Russians, ejected them from 
Zhitomir junction by a night attack, and drove on north 
to recapture Korosten. By dividing his meagre forces 
into a number of small mobile groups ManteufFel created 
an impression out of proportion to his strength, and the 
sudden riposte brought the Russian advance to a halt. 

After that, ManteufFel further developed this method 
of penetrating raids that cut in between the Russian 
columns and struck at them from the rear. "It was handi- 
capped by the Russians 5 lack of dependence on a normal 
system of supply — I never met any supply columns on 
these 'interior 5 raids — but I caught staff and signal centres 
besides striking bodies of troops in the back. These 


306 The Other Side of the Hill 

penetrating raids proved very effective in spreading con- 
fusion. Of course, for operations of this kind an armoured 
division must be self-contained for supplies, carrying with 
it what it needs, so as to be free from dependence on 
communications during the whole course of the operation." 
(It is evident that Manteuffel practised what General 
(then Brigadier) Hobart demonstrated with the ist Tank 
Brigade in the Salisbury Plain area in i934~35 — though 
without convincing the British General Staff that such a 
form of strategy was practicable.) 

Hitler was delighted with the new method, and eager 
to hear more about it. So he sent an invitation for Man- 
teuffel and the commander of his tank regiment, Colonel 
Schultz, to spend Christmas at his headquarters near 
Angerburg, in East Prussia. After congratulating Man- 
teuffel, Hitler said: "As a Christmas present, I'll give you 
fifty tanks." 

Early in 1944 Manteuffel was given command of a 
specially reinforced division, the "Gross-Deutschland", 
and with this he was sent to diffeient sectors to check a 
break-through or to release forces that had been trapped 
by the Russian tide of advance. In September, after he 
had cut a way through to the German forces that were 
hemmed in on the Baltic coast round Riga, he was given 
a big jump in promotion — to command the 5th Panzer 
Army, in the West. 

Throughout 1 944, Manteuffel saw more of Hitler than 
almost any other commander did, as Hitler frequently 
summoned him to his headquarters to discuss these emer- 
gency missions and to consult him on armoured warfare 
problems. This close contact enabled Manteuffel to get 
under the surface that terrified or mesmerized other 

"Hitler had a magnetic, and indeed hypnotic per- 
sonality. This had a very marked effect on people who 
went to see him with the intention of putting forward their 
views on any matter. They would begin to argue their 

Hitler — as a Toung General Saw Him 307 

point, but would gradually find themselves succumbing to 
his personality, and in the end would often agree to the 
opposite of what they intended. For my part, having 
come to know Hitler well in the last stages of the war* 
I had learned how to keep him to the point, and maintain 
my own argument. I did not feel afraid of Hitler, as so 
many were. He often called me to his headquarters for 
consultation, after that Ghristmastide I had spent at his 
headquarters by invitation, following the successful stroke 
at Zhitomir that had attracted his attention. 

"Hitler had read a lot of military literature, and was 
also fond of listening to military lectures. In this way, 
coupled with his personal experience of the last war as an 
ordinary soldier, he had gained a very good knowledge of 
the lower level of warfare — the properties of the different 
weapons; the effect of ground and weather; the mentality 
and morale of troops. He was particularly good in gauging 
how the troops felt. I found that I was hardly ever in 
disagreement with his view when discussing such matters. 
On the other hand he had no idea of the higher strategical 
and tactical combinations. He had a good grasp of how a 
single division moved and fought, but he did not understand 
how armies operated." 

Manteuffel then went on to talk of how the "hedgehog" 
system of defence had developed, and how Hitler was led 
to carry it too far. "When our troops were being forced 
back by the Russian attacks, they were attracted, as by 
magnets, towards the defended localities that had been 
prepared in rear. Falling back on these, they found it 
natural to rally there, and put up a stubborn resistance. 
Hitler was quick to see the value of such localities, and the 
importance of maintaining them. But he overlooked the 
need of giving the sector commanders reasonable latitude 
to modify their dispositions, and to withdraw if necessary. 
He insisted on having the question submitted to him in 
every case. Too often, before he had made up his mind, 
the Russians had broken through the over-strained defence. 


The Othet Side of the Hill 

"He had a real flair for strategy and tactics, especially 
for surprise moves, but he lacked a sufficient foundation 
of technical knowledge to apply it properly. Moreover, 
he had a tendency to intoxicate himself with figures and 
quantities. When one was discussing a problem with him, 
he would repeatedly pick up the telephone, ask to be put 
through to some departmental chief, and ask him — 'How 
many so and so have we got V Then he would turn to the 
man who was arguing with him, quote the number, and 
say : 'There you are 5 — as if that settled the problem. He 
was too ready to accept paper figures, without asking if 
the numbers stated were available in reality. It was 
always the same whatever the subject might be — tanks, 
aircraft, rifles, shovels. 

"Generally, he would ring up Speer or Buhle — who was 
in charge of factories. Buhle always kept a little note- 
book beside him, with all the figures ready for which 
Hitler was likely to ask, and would answer pat. But even 
if the numbers had actually been produced, a large part 
of them were still in the factories, and not with the troops. 
In much the same way, Goering said he would provide 
ten divisions of ground troops from the Luftwaffe at short 
notice, for the Russian front — forgetting that the officers 
had been trained only for air operations, and would need 
a lengthy fresh training before they would be fit for land 

I remarked to Manteuffel that the more I heard about 
the German side of the war the more the impression had 
grown that, on the one hand, Hitler had a natural flair 
for strategy and tactics of an original land, while the 
German General Staff on the other hand were very 
competent but without much originality. I felt that, 
from the way many of the generals had talked, Hitler's 
misunderstanding of technical factors so jarred them that 
they tended to discount the possible value of his ideas, 
while he was angered by their orthodoxy and lack of 
receptivity. In this way, it seemed to me, that a tug-of-war 

Hitler — as a Toung General Saw Htm 309 

had developed, instead of a good working combination. 
Manteuffel said that he agreed completely with that 
definition of the situation. It summed up the trouble on 
the military side. "I said much the same thing to Hitler 
myself when I spent Christmas with him in 1943, when 
discussing the difference of outlook between the tank 
leaders and those who had grown up with the older arms* 
The more senior generals could not get into the mind of 
the fighting troops under the new conditions of warfare." 


Surveying the record of German leadership in the war, 
and the course of operations, what are the conclusions 
that emerge? An utter failure on the plane of war policy, 
or grand strategy, is seen to be accompanied by a remark- 
able, though uneven, run of performance in strategy and 
tactics. The explanation is also of a dual nature. The 
older professional leaders trained under the General Staff 
system tended to prove highly efficient, but lacking in 
genius — save in the sense of "an infinite capacity for 
taking pains". Their immense ability carried its own limi- 
tation. They tended to conduct war more in the manner of 
chess than as an art, unlike the old masters of war. They 
were inclined to frown on fellow-professionals who had 
novel ideas, and were more contemptuous when such ideas 
came from amateurs. Most of them, also, were limited in 
understanding of any factors outside the military field. 

Hitler was quicker to spot the value of new ideas, new 
weapons, and new talent. He recognized the potentialities 
of mobile armoured forces sooner than the General Staff 
did, and the way he backed Guderian, Germany's leading 
exponent of this new instrument, proved the most decisive 
factor in the opening victories. Hitler had the flair that 
is characteristic of genius, though accompanied by liability 
to make elementary mistakes, both in calculation and 
action. The younger soldiers he picked out and pushed 
on were often akin to him in these respects — especially 
Rommel, the most favoured military "upstart". Such men 
had an instinct for the unexpected and a greater sense of 
its incalculable value in paralysing opponents. They 
brought back into warfare, in a new guise, the classical 
ruses and stratagems which the established military 
teachers of the last half-century had declared out of date 



and impossible to apply in modern operations. By Hitler's 
success in demonstrating the fallacy of orthodoxy he 
gained an advantage over the military hierarchy which 
he was quicker to exploit than to consolidate. 

Sometimes the intuitive amateurs were justified by 
events; sometimes the mathematically calculating pro- 
fessionals — the latter more, naturally, in the long run. 
But the jealousy between them, and the way it aggravated 
inevitable clashes of opinion, proved more fatal to Germany 
than the actual errors of either side. For that, the primary 
responsibility lay with the established hierarchy, as it 
always does. The result may have been inevitable, for the 
sphere of war is not one that teaches wisdom to its priests, 
or the quality of reconciling contrary views. In view of 
Hitler's policy and his temperament, he would have been 
very difficult to restrain in any circumstances; but the 
attitude of the professionals and the frequency with which 
his insight proved more correct than theirs made him 
uncontrollable. But neither side was conscious of its own 

The German generals of this war were the best- 
finished product of their profession — anywhere. They 
could have been better if their outlook had been wider 
and their understanding deeper. But if they had become 
philosophers they would have ceased to be soldiers. 













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Abbeville, 54, 135, 137 

Africa, North, 54 et seq , 162 et seq. 

Airborne forces, 105, 123-6, 158 et 

seq., 231, 294-7 
Air power, 55, 102, 106, 123, 128, 

130, 133, 150, 153, 167, 172, 

184-5, 211, 230, 249 et seq., 263, 


Aisne, the, 135, 146 et seq. 
Alaraem, Montgomery takes over, 

55, and Rommel legend, 56, 

defeat due to Hitler, 162; 

Rommel at, 170, Thoma at, 

171, the battle of, 172 
Alba, Duke of, 152 
Albert Canal, 124, 125, 126, 128 
Alexander, Field-Marshal Sir 

Harold, 55 
Altmarh, The, 44 

Anti-aircraft defence, 94, 117, 134, 

Antonescu, Marshal, 220 
Antweip, 84, 127, 157, 247, 285 et 

Ardennes, advance through the, in 
1940, 64, 101, 118 et seq , 127-8, 
131 et seq ; 1944 counter-offen- 
sive, 69, 77, 83, 85, 283 et seq 

Armoured forces, 20, 22-3, 30-2, 
46, 48-9, 64^-5, 67, 70-1, 75, 76, 
80, 96 et seq., 119, 123, 127, 138, 
140, 144, 163, 174-5, 177, 187, 
230, 249, 289, 295, 298, 305-6 

Armoured mobile infantry, 104, 108 

Army, American, Elfeldt on, 264; 
Blumentritt on, 268 

Army, British, Rundstedt and 
Blumentritt on, 267-8 

Army, French, its doctrine, 21; 
is poorly armed, 134; Blumen- 
tritt on, 150, 151 

Army, German, its behaviour, 29; 
the effect of disarmament on, 
31, 32 ; new weapons and tactics 
tried in Spam, 34; is expanded, 
75, 79, 80, 9^96, relaxes, 151; 
is not modern enough, 175; 
compared with World War I, 
254, 265-267 

Army, Italian, 163 

Army, Red, 183, 223, 229 et seq. 
Arras, 137, 138 

Artillery, 105, 108-9, 133, 223, 224, 

230, 241, 264, 291 
Atlantic Wall, the, 245 
Auchinleck, Field-Marshal Sir 

Claude, 55 
Avranches, 74, 258 et seq , 280 

Badoglio, Marshal, 163 

Bastogne, 293, 298 et seq. 

Bechtolsheim, General von, on in- 
vasion of Belgium, 126-130; on 
invasion of France, 147, 149-150; 
on German soldiers, 266-7 

Beck, General, opposes Hitler, 13, 
32, 39, 271; is dismissed, 40, 80 

Belgium, allied armies lured into, 
46, invasion of, 124 et seq 

Beresma, the, 226 

Berlin, 186, 224, 269, 275, 279 

Biscay, Bay of, 139, 242 

Black Sea, the, 64, 72, 189 et seq , 
211, 213 

Blaskowitz, General, 242 

Blomberg, Field-Marshal von, as 
War Minister, 12, 27, 32, 92, 93; 
his marriage and dismissal, 13, 
35, SO, 94; his personality, 28; 
his influence on the Army, 29, 30; 
his subservience to Hitler, 34 

Blumentritt, General, on Manstem, 
73; on invasion of France, 114, 
117, 118, 121, 123, 130, 131, 138, 
141, 142, 148, 150-152; on in- 
vasion of England plan, 160, 
161; on invasion of Russia, 180, 
184, 187 et seq ; on Normandy 
invasion, 237 et seq ; on Rom- 
mel, 242, 248, on Kluge, 255, 
260; on British and American 
troops, 268; on Anti-Hitler Plot, 
269 et seq ; and Ardennes counter- 
offensive, 285, 287, 292, 293 

Bock, Field-Marshal von, and in- 
vasion of Russia, 49, 74, 177, 
183, et seq ; and invasion of 



3 J 5 

France, 118, 123, 146; and in- 
vasion of England plan, 157; 
sick, 199, shelved, 205 

Bradley, General Omar, 299 

Brauchitsch, Field-Marshal von, 
becomes head of the Army, 13, 
36-38, warns Hitler, 39-41; and 
invasion of Poland, 42, 43; and 
invasion of Russia, 47-50, 180, 
182, 189, 192, 202, is dismissed, 
15, 50, 72; and Haider, 62, 63; 
and invasion of France, 114-116, 
and invasion of England plan, 
157-8; mentioned, 99, 166 

Brest-Litovsk, 186, 234 

Breunmg, Admiral, 158 

Brmkmann, Admiral, 158 

Britain, and Munich, 40; and 
Poland, 40-42, and Finland, 
43; attacks the Alttnark, 44, 
and Greece, 175, 176, 178; and 
Normandy landing, 236 

Broad, Lieut-Gen Sir Charles, 97 

Brussels, 121 et seg 

Budapest, 69, 70, 228 

Budenny, Marshal, 64, 183, 231 

Busch, General von, 157, 205, 255 

Caen, 59, 247, 249, 254, 262 
Caucasus, the, 49, 63, 65, 72, 170, 
190, 191, 192, 197 et seg , 210, 
212, 213 et seg ,219 
Caulamcourt, General de, 194 
Cherbourg, 59, 245 et seq. 9 254, 262 
Churchill, Winston, his broadcasts 
and Hitler, 43, 44, replaces 
Auchinleck, 55, and peace pro- 
posals, 158 
Ciano, Count, 153 
Clausewitz, Karl von, 203 
Cossack, the, 44 
Coulondre, 41 

Crete, capture of, 162, 167-169 

Crimea, the, 63, 72, 191 

Cross - country movement, 104, 

174-5, 187 
Cruwell, General, 169 
Cyprus, 162, 169 
Czecho-Slovakia, 14, 40 

Danzig, 40 

D-day, 244, 250-253, 297 
Defensive-offensive tactics, 30, 46, 

58, 63, 73, 107, 122, 209, 220-1, 

248, 287 

Defensive, strength of, 24, 49, 198 

201-2, 215, 219 et seq., 237 
Dempsey, General Sir Miles, 277 
Devon, 157 

Dieppe landing, 65, 169, 238 

Dietl, General, 52 

Dietrich, General Sepp, 83-85, 284, 

288, 296-7 
Disarmament of Germany, effect 

of, 31-2 

Dittmar, General, on Hitler, 50, 
51, 77, 227-8, on Russian 
soldiers, 232-3 

Doenitz, Admiral, 275 

Dunkirk, escape from, 46, 47, 112, 
129, 139 et seq., 154, 158, 159 

Eben Emael, fort, 125, 126 
Eberbach, General, 257, 263 
Eden, Anthony, 176 
Egypt, 162 

Eisenhower, General, 299 
Elfeldt, General, on Avranches 

break through, 262-265; on 

German soldiers, 265-6; on U.S. 

soldiers, 264 
Engel, Admiral, 158 
England, invasion plans for, 71, 

152 et seq.; is preserved from 

invasion, 111-113 

Falaise, 258, 264 

Falkenhorst, General von, 44 

Finland, 43, 45 

Foch, Marshal, 10 

France, invasion of, 14, 17, 19, 24, 
29, 100, 101, 111 et seq.; and 
Munich, 40; and aid to Finland, 

Franco, General, 34, 98, 99, 162, 

French Resistance Movement, 
240-1, 244, 252, 270 

Fntsch, General von, Himmler's 
trap for, 13, 35, 36, becomes 
Chief of Army Command, 32, 92, 
93, 94; his diplomacy, 33, his 
caution, 34, his dismissal, 36, 70; 
and Brauchitsch, 38, 39 

Fntsche, Hans, 227 

Fromm, General, 116, 117, 274 

Fuller, Major-Gen J F C, 97 

Funk, General von, 203 



Gamelin, General, 127, 134, 138, 

Gaulle, General de, 97, 136 
Gestapo, the, 29, 61 
Gibraltar, 162, 166, 167, 295 
Giraud, General, 136 
Goebbels, Dr. Paul Joseph, 75, 192 
Goerdeler, Dr. Carl Fnednch, 94, 

Goering, Reichsmarshal Hermann, 
as Commander-in-Chief of Air 
Force, 36, 37, 105, 117, 295; and 
invasion of England plans, 155, 
156, 160, 161; and capture of 
Crete, 167, 168; and Russian 
invasion, 308 
Gort, Field-Marshal Viscount, 139 
Graziani, Marshal, 163, 166 
Greece, invasion of, 175-178 
Guderian, General, and armoured 
warfare, 30, 96, 101, 310; and 
Russian invasion, 64, 67-9, 184, 
188, 189, 199, 225, is dismissed, 
70, and French invasion, 101, 
130, 133, 136 et seq , 147, 148; 
and Blumentritt, 279, 280, and 
Student, 295 
Gumgand, Major-Gen. Sir Francis 
de, 176 

Hague, the, 125 
Haig, Field-Marshal, Earl, 10 
Haider, General, disagrees with 
Hitler, 13-15, 40, and the in- 
vasion of Poland, 42-3, 203-7, 
217, 225, and the invasion of 
Russia, 47, 48, 177, 180, 182, 
and Hitler, 51, 72, 166; and 
Brauchitsch, 62, 63, dismissal of, 
64; and the invasion of France, 
115, 116, 118, and Dunkirk, 139, 
and the invasion of England 
plans, 156 
Hammerstem, Geneial von, 27-32, 

89, 91, 92 
Haushofer, Professor, 53 
Hausser, General, 257-264 
Heimrici, General, on invasion of 
France, 149; on invasion of 
Russia, 186, 222 et seq , his 
command in Russia, 200; on 
German soldiers, 266-7 

Heydte, Colonel von der, 296 
Heye, General von, 27, 29 

Himmler, Hemnch, and the Roehm 
purge, 12, 33; traps Blomberg 
and Fntsch, 12, 13, 34 et seq, 
80, and Manstem's removal, 73; 
commands home foices, 274, 304 

Hindenburg, Field-Marshal von, in 
last war, 10; his manner, 19; 
appoints Hitler as Chancellor, 27, 
appoints Fntsch Chief of Army 
Command, 32; Rundstedt com- 
pared to, 78, and Schleicher, 

Hitler, Adolf, as strategist, 9-11, 
121-2, 310, assumes supreme 
command, 13, 15, 36-7 ; conquers 
Czechoslovakia and Poland, 14, 
42; orders invasion of France, 
14-15, 114, 116, 123; and Fntsch, 
13, 36, becomes Chancellor, 27, 
91; and Blomberg, 27, 35; his 
anti-Bolshevist obsession, 34, 
appoints Brauchitsch head of 
Army, 38; breaks Munich agree- 
ment, 40, arranges pact with 
Russia, 41 ; and victory m Poland, 
42; invades Norway, 43-6, and 
invasion of Russia, 15, 47-50, 
63, 170, 174 et seq ; a mystic, 
51, picks Rommel and Dietl as 
heroes, 52, 310, gives ultimatum 
to Rommel, 61; and Normandy 
invasion, 60, 237-9, 246, 249, 
254, and assassination attempt, 
257 et seq, 269 et seq.; and 
Zeitzler, 65-7, and Guderian, 
69-70, 310, and Manstem, 71-3, 
120, and Kluge, 74-5, 255, 258-9, 
260, and Model, 75-7, and Rund- 
stedt, 77-82, 254-5; his last 
fling, 83-5; rise to power, 87 et 
seq.; and armoured forces, 103-4; 
and Dunkirk, 112, 139-140; his 
bid for peace, 113, 115 153; 
plot to overthrow him, 117; his 
interventions, 134-8, 140; his 
admiration of British Empire, 
141-3; and invasion of England 
plans, 152, 154-6, 160; and N 
Africa, 165-6; and Crete, 167-8; 
and Malta, 169-170; and Thoma, 
171; his decision on Rommel, 
261; his last gamble, 283 et seq.; 
and Manteuffel, 305-6, Man- 
teuffel on, 306-9 

Hobart, Major-Gen. Sir Percy, 97, 

Hoeppner, General, and invasion of 
Belgium, 126, 127, and invasion 


of France, 147; and Moscow 
offensive, 193; and Hitler, 270 

Hoffacker, Lt Colonel, 273, 276 

Holland, 46, 116, 123 et seq 

Hoth, General, 131, 193 

Hungary, 70 

Intelligence, German, incorrect- 
ness of their leports, 155, 158, 
160, 184, 187, and Russia, 204, 
and Normandy invasion, 244 

Italy, 41 

Japan, 162 
Jassy, 107 

Jodl, General, his attitude to Hitler, 
65, 66, 292, and Russia, 182; 
and Normandy invasion, 252, 
and Aidennes offensive, 289, 293, 
301, 302, and Blumentntt, 281 


Krancke, Admiral, 274-5 
Kuchler, General von, 124 
Kursk, 73, 191, 208, 210, 221 

Laon, 136 

Leeb, Field-Marshal von, and in- 
vasion of France, 118, 148; and 
invasion of Russia, 183, 203-206 

Lenmgiad, 66, 72, 193, 200, 205, 

Leopold, King, 129 
List, Field-Marshal von, 99, 132, 

Lossberg, General von, 70 
Ludendorff, General, 10, 19, 78 
Luftwaffe, and Poland, 24; forma- 
tion of, 94; as Hitler's instru- 
ment, 96; and Battle over 
Britain, 24, 112, 156; and 
Goenng, 36, 105, 117, 295, 296; 
and France, 24, 123, 128, 133, 
150; and Crete, 168, and Russia, 
200, 201 

Keitel, Field-Marshal, succeeds 
Blomberg, 13, 36, 37; and Nor- 
mandy invasion, 255, 270; and 
anti-Hitler plot, 272, 274, 278; 
and Blumentntt, 279, 280, 281; 
and Ardennes offensive, 293; 
mentioned, 41, 65, 66, 94, 292 

Kharkov, 63, 72, 209, 210, 221 

Kiev, 49, 50, 64, 102, 185, 188, 189, 
190, 193, 222 

Kleist, Field Marshal von, and in- 
vasion of Russia, 64, 65; his 
account of invasion of Russia, 
177, 180-185, 189 et $eq., 208 et 
seq* f 219, 220, 221; and invasion 
of France, 101, 130, 132, 147- 
149; his account of invasion of 
France, 133 et seq. ; his impression 
of Red Army, 229. 230 

Kluge, Field-Marshal von, replaces 
Rundstedt, 60; in Russia, 73, 
189, 194, 195-6, 198, 199, 205, 
221, 225; m France, 128, 146, 
in Normandy, 74, 236, 255, 257- 
260, 262; is dismissed, 75: suicide, 
75, 236, 260, 261; and Hitler, 83, 
258-260, 270 et seq ; his last 
letter, 260 

Koniev, Marshal, 98, 231 

Maastricht, 124 et seq > 130, 
286-7, 292 

Maginot Line, Hitler's strategy for* 
9; and invasion of France, 118, 
122, 146, 148, 149, 250 

Malta, 162, 169, 170, 295 

Manstem, Field-Marshal von, and 
invasion of Poland, 42; his 
ability, 70, his plan for defeat 
of France, 71, 119, 120, 123; 
and Russian invasion, 72, 191, 
220, 221, 305; is discarded, 73 

Manteuffel, General von, and Ar- 
dennes offensive, 83-85, 283 et 
seq ; and invasion of Russia, 
305; on Model, 76, 77, on 
armoured warfare, 105- 109; 
on Russian tanks, 230; on 
Russian Army, 235; on Hitler, 
306 et seq 

Mareth, Battle of, 56 

Martel, Lieut.-General Sir Giffard 
Le Q , 138 

Mediterranean, the, 55, 148, 162 
et seq , 239, 242 

Mem Kampf t 142 

Middle East, the 162, 170 

Minsk, 183, 186, 187, 229 

Model, Field - Marshal, replaces 
Kluge, 75, 277-8; his ability, 76; 


Quisling, Vidkun, 43-5, 96 


Model, Field-Marshal {continued) 
and Hitler, 77, 292; and 'Rund- 
stedt offensive', 83-4; and in- 
vasion of Russia, 255; and 
Normandy invasion, 259, 260; 
and Ardennes offensive, 283, 286, 
290, 293 

Montgomery, Field - Marshal Sir 
Bernard, takes over Eighth 
Army, 55; victories in Africa, 
56, 162, 172, and Thoma, 173; 
Rundstedt and Blumentritt on, 
267, and Ardennes offensive, 
300, 303 

Moonlight, artificial, 291-2, 298 

Moscow, 15, 49, 63, 66, 72, 74, 
174 et seq., 197 et seq 

Mulberries, the, 245 

Munich, 40 

Mussolini, Benito, his desire for 
war, 153, 154; and N. Africa, 
163, 165 

Napoleon I, The Emperor, 9, 10, 
19, 47, 49, 96, 157, 174, 180, 193, 
197-8, 202, 246 

Normandy invasion, 58-60, 74, 75, 
236 et seq. 

Norway, invasion of, 43-6 

Nuremberg trials, 43, 112, 110 

Oberg, General, 275-277 
O'Connor, General Sir Richard, 

163, 165 
Oder, the river, 70, 186, 224 

Papen, Franz von, 79, 89, 90 
Patton, General George, inspired by 
Sherman's methods, 30; in Nor- 
mandy invasion, 74; Blumentritt 
and Rundstedt on, 258, 259, 262, 
264, 300 

Paulus, Field-Marshal von, 66, 214, 

P6tain, Marshal, 151, 262 

Plot of July 20th, against Hitler, 

61, 75, 77, 258, 261, 269 et seq 
Poland, is conquered, 14, 40-43, 

71, 113; and Luftwaffe, 24 
Pripet Marshes, the, 68, 183, 185. 

186, 229 

Raeder, Admiral, 44, 45, 152, 153 

Reichenau, Field-Marshal von, and 
new British tank ideas, 30; and 
mvasion of France, 127-129, 146, 
147, 149 ; and invasion of England 
plan, 157; and invasion of Russia, 
185, 205; mentioned, 27, 32, 42 

Retchswehr, the, 19-21, 28, 32, 
87 et seq , 265 

Remhardt, General, 133, 137, 139 

Rhine, the river, 124, 130, 149, 
158, 245, 284, 289, 313 

Richthofen, General, 130, 133, 167 

Roehm, Captain, 12, 33, 93 

Rohncht, General, on Himmler's 
trap for Fritsch, 36, his descrip- 
tion of Schleicher and Hammer- 
stem, 88; on the rise of Hitler, 
89 et seq ; on invasion of France, 
115-7, 120-1, 135; on the Ger- 
man soldier, 266-7 

Rommel, Field-Marshal, his rise to 
fame, 52, 53; m North Africa, 
54-57, 166, 170-172; and French 
invasion, 146; and Normandy 
invasion, 58-61, 71, 74, 236 
242 et seq , his accident and 
cfeath, 61, 257, mentioned, 75, 
305, 310, and anti-Hitler plot, 
269-271, 277 

Roosevelt, FianUni, 44 

Rotterdam, 123, 124 

Ruhr, the, 116, 123 

Rumania, 69 

Rundstedt, Field-Marshal von, 
represents senior generals, 11, 
36; on Sudetenland conference, 
40; and invasion of Poland, 42, 
71; on Hitler, 44; Montgomery 
on, 56; and Normandy invasion, 
58-60, 74, 236, 239 et seq , 262, 
270, and invasion of France, 71, 
117-9, 128-9, 132-3, 142, 144; 
and Ardennes offensive, 77, 283, 
et seq , is restored to command, 
78, 80, 82, his development of 
army, 79-80; his retirement, 80, 
81; his ability, 81-2, and 
'Rundstedt offensive', 83-4, 283; 
mentioned, 112, 114, 160; his 
account of invasion of France, 
122-3, 134, 137-9, 146; his 
account of invasion of England 
plan, 156-7; his account of in- 


vasion of Russia, 176, 179, 
184-5, 189-193, 198, 219; and 
Russia, 180, 183, 186, 203-4; 
on Red Army, 230-1; his 
account of Normandy invasion, 
237-8, 240, 245-7, 249-251, 
253-5, his character, 243; and 
Hitler, 270, and Blumentritt, 
278 u his account of Ardennes 
offensive, 286, 289-290, 303 
Russia, and Hitler, 9 et $eg , 41 ; 
war with Finland, 43; invasion 
of, 15, 47-51, 63 et seq , 174 et 
seq , 305 

St. Nazaire raid, 169 
Schacht, Dr Hjalmar, 95 
Schleicher, General von, 79, 88 et 

Schheffen, Field-Marshal, Count 

von, 17, 203 
Sea power, 43, 47, 55, 72, 154 et 

seq., 163, 168, 170, 202, 253 
Sevastopol, 72, 191 
Sedan, 127, 128, 130, 132, 133, 292 

et seq 

Seeckt, General Hans von, his 
effect on Second World War, 17, 
19-22, 32, his part m First War, 
18; his book, TJioughts of a 
Soldter, quoted, 22-26, is suc- 
ceeded by Heye, 27; and unity, 
95; and Zhukov, 231 

Sherman, General, 30 

Sicily, 169 

Siewert, General, on invasion of 
France, 114, 115, 134, 135; on 
invasion of England plans, 157, 

Simovich, General, 178 
Smolensk, 188, 207 
Sodenstern, General von, 120, 141, 

Space, influence of, 48, 130, 151, 

166, 174, 197, 222-3, 237 
Spam, 165, 239 

Spanish Civil War, Nazi inter- 
vention m, 34, 9S, 99 

Speer, Albert, 308 

Speidel, General, and Anti-Hitler 
Plot, 269-271, 277, 278 

Sperrle, Field-Marshal, 133, 272, 

S.S. the, 29, 36, 93, 100, 267, 273 
Stalm, Josef, 182, 188, 207 

Stalingrad, 197 et seq , 216-218 

Stauffenberg, Count von, 273 

Steiff, Colonel, 272, 281 

Strasser, Gregor, 90, 91 

Strauss, General von, 157 

Student, General, on invasion of 
Holland, 124-5; on invasion of 
Belgium, 125-6; on invasion of 
England plans, 158-160, on 
threat to Gibraltar, 166-7; on 
capture of Crete, 167-8; on 
Malta, 169-170, on Russian 
parachute troops, 231; on para- 
chute troops m Ardennes offen- 
sive, 295-6 

Stulpnagel, General von, 271 et 

Sudetenland, 39, 40, 80 

Suez Canal, 162, 169, 170 

Supply, influence of, 55, 64-5, 102, 
131, 163, 171, 173, 180, 191, 
198, 204, 209, 211 et seq., 221, 
229, 235, 286, 289, 300, 302, 
305; by air, 102, 106, 200-1, 
211, 241 

Tank Corps, the Royal, 30 

Thoma, General von, and armoured 
forces, 30, on rise of * Panzers*, 
96-7; on armoured warfare m 
Spam, 98-9, 173, on invasion 
ot Poland, 99; on invasion of 
France, 100, 139, on Guderian, 
101; on Hitler, 102-3, his 
reasons for success of armoured 
forces, 102, on invasion of 
Russia, 103, 105; his capture 
at Alamem, 105, 162, on the 
threat to Middle East, 170; on 
North Africa, 170-3, on Mont- 
gomery, 173, on Goering, 295 

Tippelskirch, General von, his 
account of Russian invasion, 
198, 200, 226, 227, 229, 230 

Tobruk, 170, 172 

Tunis, 239 

" Unconditional surrender " 

Policy, 304 
United States of America, enters 

war, 82, 162; and invasion of 

Normandy, 236, 243, et seq.; 

break through at Avranches, 



United States of America (continued) 
262-4; Blumentritt's opinion of, 

Urals, the, 204, 209 

Versailles Treaty, 18, 87, 96 
Vichy Government, the, 239, 240 
Voronezh, 190, 191, 200, 210, 216 
Voss, Admiral, 44, 158 
V-weapons, 246, 272 
Vyasma, 49, 193, 198 

Wietersheim, General von, 137, 

Wilson, Field-Marshal Sir Henry 

Maitland, 175 
Witzleben, Field-Marshal von, 270*- 


Wood, Major-General John S», 30 

Youth, Hitler, movement, 266 
Yugo-Slavia, 178 

Warumont, General, 272, 292 
Warsaw, 42, 53, 101, 226 
Wavell, Field-Marshal Sir Archibald, 

57, 163 
Weichs, General von, 135 
Weygand, General, 144, 151 
Weygand Line, the, 147 

Zeitzler, General, replaces Haider, 
64, 217; is promoted, 65, dis- 
agrees with Hitler, 66, 218; is 
discharged, 67; his influence on 
Hitler, 225; and Dieppe landing, 

Zhukov, Marshal, 196, 231